Forum Real Estate Income Fund
03/10/2026 | Press release | Distributed by Public on 03/10/2026 10:26
Annual Report by Investment Company (Form N-CSR)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act File Number 811-23658
Forum Real Estate Income Fund
___________________________________________
(Exact name of registrant as specified in charter)
240 Saint Paul Street, Suite 400
Denver, CO 80206
___________________________________________
(Address of principal executive offices) (Zip code)
Darren Fisk
Forum Capital Advisors, LLC
240 Saint Paul Street, Suite 400
Denver, CO 80206
___________________________________________
(Name and address of agent for service)
Registrant's telephone number, including area code: (303) 501-8860
Date of fiscal year end: December 31
Date of reporting period: December 31, 2025
Item 1. Reports to Stockholders
(a) The following is a copy of the report transmitted to shareholders pursuant to Rule 30e-1under the Investment Company Act of 1940 (17 CFR 270.30e-1).
Forum Real Estate Income Fund
Founders Shares
Class I Shares
Class K Shares
|
Annual Report December 31, 2025 |
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Investor Information: 1-303-501-8860 |
This report and the financial statements contained herein are submitted for the general information of shareholders and are not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. Nothing contained herein is to be considered an offer of sale or solicitation of an offer to buy shares of the Forum Real Estate Income Fund. Such offering is made only by prospectus, which includes details as to offering price and other material information.
TABLE OF CONTENTS
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Shareholder Letter (Unaudited) |
1 |
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Management's Discussion and Analysis (Unaudited) |
6 |
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Portfolio Review (Unaudited) |
8 |
|
|
Schedule of Investments |
9 |
|
|
Statement of Assets and Liabilities |
14 |
|
|
Statement of Operations |
15 |
|
|
Statements of Changes in Net Assets |
16 |
|
|
Statement of Cash Flows |
17 |
|
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Financial Highlights |
18 |
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Notes to the Financial Statements |
21 |
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|
Report of Independent Registered Public Accounting Firm |
40 |
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Trustees and Officers (Unaudited) |
41 |
|
|
Privacy Notice (Unaudited) |
43 |
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Additional Information (Unaudited) |
45 |
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FORUM REAL ESTATE INCOME FUND December 31, 2025 |
Dear Shareholder:
We are pleased to present the 2025 annual report for Forum Real Estate Income Fund.
Structure
Forum Real Estate Income Fund (the "Fund") was created to deliver access to institutional1-qualitycommercial real estate ("CRE") debt investments not typically available to individual retail investors, with the primary objectives of maximizing current income and preserving capital, and a secondary emphasis on achieving long-termappreciation.
The Fund leverages the combined experience of two established investment managers, Forum Capital Advisors LLC ("FCA" or "the Adviser") and Nuveen Asset Management ("Nuveen" or "the Sub-adviser") to source, underwrite and procure income-producing, institutional1-qualityCRE investments across both the public and private sectors. Nuveen has been engaged to render non-discretionaryinvestment recommendations related to CMBS only. At the time of this report, the Fund's differentiated and diversified portfolio primarily includes CMBS (SASB), agency and non-agencysecuritizations, preferred equity positions, and senior and mezzanine loans.
Along with competitive minimums and regular quarterly redemption opportunities, the Fund's interval structure is intended to provide investors with simple and flexible access to three available share classes2(FORFX, FORAX and FORBX3) through a point-and-clickpurchasing solution that is available on major intermediary platforms4. Moreover, because the Fund is taxed as a REIT, certain investors may qualify for a lower net effective tax rate (higher after-taxdividend proceeds), when compared to most non-REITfixed-incomealternatives.5FCA also believes that this structure generally helps simplify the year-endtax reporting process, as investors receive one Form 1099 from the Fund instead of several federal and state K-1s6.
Performance
In 2025, the Fund posted a net return of 9.75%, and paid out a 9.06% annual dividend7. Since its October 2019 inception, the Fund has a cumulative net return of 65.75%, far outpacing the 17.79% cumulative net return of its primary benchmark, the Bloomberg US CMBS BBB Index8. (More detailed performance statistics are provided below.)
____________
1 Institutional refers to the fact that the vast majority of debt investments Forum focuses on are only available to institutions and not to retail investors.
2 A fourth share class, Class M (FORMX), launched on October 19, 2024 for the purpose of purchase via the brokerage arm of a select global wealth management firm. Class M Shares are not currently available and therefore not included in this report.
3 FORFX represents Founders Shares, FORAX represents I shares, and FORBX represents K Shares.
4 FORFX and FORAX are currently available for purchase on the Fidelity, Schwab, Pershing, and AXOS platforms. FORBX is currently available on the Fidelity platform.
5 This information is provided for informational purposes only and is not intended to be relied upon as tax advice. Investors should consult with their individual tax advisors.
6 This information is provided for informational purposes only and is not intended to be relied upon as tax, legal, or investment advice.
7 The net return and annualized dividend for 2025 reflects that of FORFX only.
8 Performance since inception includes cumulative returns dating back to the formation of the Fund's predecessor private vehicle in October 2019, which converted to a tender offer fund structure in May 2021, and later to its current interval structure in September 2022. Cumulative net returns reflect that of FORFX only and has an October 2019 inception date for the Fund and benchmark.
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FORUM REAL ESTATE INCOME FUND December 31, 2025 |
Market Commentary
Rollin', rollin', rollin'
Another year, another double-digitgain for the S&P 500 (~17%). That's a three-peat, something that has only happened six times since 1940. Impressive. But before all the chatbots out there start strutting like silicon peacocks, consider that this current AI-fueledrun is small potatoes - at least so far - compared to its most recent predecessor, the dot-commania of the late 90s. That unmatched five-yearstreak delivered a cumulative return of approximately 250% (versus ~87%). No doubt some of our more seasoned investment partners will recall those halcyon days before the bubble burst and 9/11 turned the world upside down, when Webvan, Kosmo, and pets.com were going to make us all fortunes.
Stumblin', bumblin', fumblin'
Another year, another failure to launch for commercial real estate (CRE). That, too, is a three-peat. Sometimes it's just math, and it was math that once again rained on the CRE party. The biggest party-pooper? Negative leverage, that nasty mathematical conundrum where debt costs exceed asset yields. It's a debilitating inversion that undermines the premise of leveraged real estate - imagine buying stock in a company that required you to pay it a dividend. It also muddies price discovery, leading to an uncertainty-inducedinertia: Refinancings become value-destroyingevents, equity vaporizes, and lenders pull back as investors scramble to figure out what properties are worth. Highly leveraged borrowers, or those with loans at below-marketrates and/or underperforming assets, end up trapped in should-I-stay-or-should-I-gopurgatory, scouring the debt and equity markets for a lifeline. For them, 2025 was about as festive as a colonoscopy.
But it wasn't all rising vacancies, declining rents and low-balloffers. CRE markets made meaningful strides, and the backdrop improved as the year progressed. So even though the "Three C's" we introduced at the start of last year - capitulation, cleanup, and consolidation - are still looming on the road ahead, the CRE bus has already successfully navigated many of the potholes left by rickety capital stacks, heavy loads of past-dueand pending loan maturities, and the stymieing pace of recapitalizations and restructurings. (Think of them as someone ambling along at 40 mph in the fast lane with his blinker on.) As discussed later, we see a bumpy yet better road ahead.
It's difficult to deleverage when debt is the primary source of liquidity
For all the reasons mentioned above, it was a busy and productive year in CRE debt. (Those over-extendedbalance sheets can't fix themselves.) Both CMBS issuance and private lending remained robust, with volumes finishing well above 2024 levels.
It was also a solid year in fixed-incomemore broadly, as shown below. Bonds closed out the year on a positive note - Bloomberg's US Aggregate Bond Index climbed 1.1% in Q4, and its High Yield Index finished up 1.3%. Those advances pushed gains for the year to 7.3% and 8.6%, respectively9.
____________
9 Bloomberg, December 2025
2
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FORUM REAL ESTATE INCOME FUND December 31, 2025 |
Strategy
Because of its built-inflexibility and defensive orientation, the Fund should never have to deviate from its core investment strategy. That was the primary objective behind piecing together what we believe is an all-weatherstructure - we purposely constructed our team to navigate an expansive and diverse investment landscape, maintaining from the outset that this should best position us to meet our top priorities: current income, preservation of capital and consistently solid risk-adjustedreturns. Below is a quick refresher on the high-leveldetails of our investment process (in bullet form for brevity and in no particular order):
• Target high coupon, floating rate debt
• Employ rigorous property-levelunderwriting focused on cash flow, debt coverage and replacement cost
• Concentrate investments in:
• Stabilized assets in CRE sectors with strong outlooks
• Development financing for strategic projects, primarily multi-family
• Opportunistic positions in mispriced assets and/or turnaround plays
• Properties/developments backed by institutional-qualitysponsors with meaningful capital/equity subordinate to our investment
• Positions in the capital stack that provide a wide margin of safety related to potential impairment
• Markets/submarkets where we believe the underlying CRE fundamentals will prove most resilient
Buys & Sells
It was very busy year on the transaction front. Buys constituted the bulk of the activity, as capital inflows were put to work. Below we highlight key changes in each quarter, focusing on top positions.
Q1: The Fund made three new CMBS (SASB) purchases - bonds backed by an institutional1-qualitymulti-familyportfolio, a well-leasedmixed-useportfolio, and the Cosmopolitan Resort & Casino in Las Vegas. The other three notable buys were all on the private credit side. Two were preferred equity investments, one for a stabilized multi-familyproperty in Washington, D.C. (the Fund's fourth preferred-behind-agencyinvestment), and the other for the development of 240 garden-styleapartments in Melbourne, Florida. The third private investment was a land loan for a strategic assemblage of properties in Boulder, Colorado.
There were four sells and one payoff in Q1. All of the sells were full exits of SASB positions, and included bonds backed by the Village of San Antonio Center in Mountain View, California; the MetLife building in Manhattan; and two crossed pools of industrial properties owned by Industrial Logistics Properties Trust (ILPT), a publicly traded REIT. The payoff was on a mezzanine loan supporting the construction of a 165-unitmulti-familyproject in Everett, Washington.
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FORUM REAL ESTATE INCOME FUND December 31, 2025 |
Q2: On the private credit side, the Fund closed two mezzanine loans, one backed by a recently completed 275-unitmulti-familyproperty in Fort Myers, FL, and the other for a student housing development at the University of Maryland in College Park, MD. Note that the borrower on College Park is the same as on the University of Florida in Gainesville (paid off) and the University of Michigan in Ann Arbor (active).
The Fund also added several new top SASB positions. These buys included bonds backed by stabilized assets/portfolios in the multi-family, industrial and data center sectors.
Q3: A preferred equity investment backed by a recently completed 225-unitluxury multi-familycommunity in Roseville, CA, and a senior loan for a 348-acredevelopment in Elloree, SC (~750 for-saleresidential lots and 13 acres of commercial land) constituted the sizable buys on the private credit side. Major SASB purchases included bonds collateralized by stabilized assets/portfolios in the life sciences, retail and data center sectors, and three large Freddie Mac B-piecebuys further augmented the portfolio's multifamily exposure.
Bonds backed by a collection of Great Wolf resorts and a portfolio of warehouse/distribution properties were the only large sells in the quarter.
Q4: There were three significant investments on the private credit side. The largest was a preferred equity investment backed by a recently completed 315-unitluxury multifamily community in New Rochelle, NY. The other two were mezzanine loans, both also collateralized by recently completed multifamily projects, one in Los Angeles (296 units), the other in San Antonio (324 units).
The Fund's noteworthy SASB purchases included bonds collateralized by stabilized assets/portfolios in the industrial, retail, hospitality, multifamily and data center sectors.
There were several maturities/payoffs in Q4; the assets backing the largest of those were the Aria Resort & Casino in Las Vegas and three separate cross-collateralizedportfolios (560 Extended Stay America hotels, 21 self-storageassets, and 18 industrial properties).
Manager Outlook
"Welcome to the Thunderdome"
Even though we're constructive on the prospects for CRE up and down the capital stack, we by no means anticipate an everybody-wins, rising-tide-lifts-all-boatsenvironment. Certain sectors and markets appear well positioned to benefit; others look tenuous. Layer on the mushrooming uncertainty blowing in with the massively disruptive, typhoon-levelAI winds and we think we sink further into the hazard-ladenstock/debt-picker's market we called out three years ago.
What's different today are the added catalysts - for example, accelerated obsolescence and access to power - broadening the range of CRE outcomes, and, more unnerving, amplifying the potential severity of mistakes; knockouts might become more common than toe stubs. (Because there's still a considerable number of properties moving toward the end game of their cleanup/workout, be prepared for ongoing sensational headlines about CRE value destruction, particularly related to the office sector.)
4
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FORUM REAL ESTATE INCOME FUND December 31, 2025 |
Maybe SpaceX is the perfect metaphor: Every now and then, a rocket just blows up. Oh well. Or perhaps we should liken it to queuing up at 4 a.m. outside Walmart on Black Friday (not something we've tried, but we've seen video): Sure, there's a strong likelihood you score some great bargains, but it's also possible you get crushed in a stampede when the doors open, or flattened by a giant TV, or pummeled for trying to abscond with the last Dino Stomp Elmo (Elmo is worth it). "Two men enter, one man leaves."
If we're right about elevated volatility, market participants should expect supersized dispersion. Couple that with foggy investment roadways where wrong turns could prove disastrous, and a Mad Max approach might come in handy. There will be no autonomous vehicles here … our eyes will be glued to the road, and, as has been the case for the last six years, we will be working tirelessly to deliver a pleasant ride.
Thank you for your continued investment.
Sincerely,
Pat Brophy
Managing Director - Portfolio Manager
Jason Brooks
Head of Debt - Portfolio Manager
Neil Shah
Managing Director Capital Markets - Portfolio Manager
All statements made herein are opinions of Forum Capital Advisors LLC, unless otherwise stated, and should not be construed as investment advice and/or recommendations.
Dividends are not a direct reflection of Fund performance. The Fund can pay dividends from any source, including income and realized gains. The Fund's dividend proceeds may exceed its earnings, in which case portions of dividends that the Fund makes may be a return of capital that shareholders originally invested.
5
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FORUM REAL ESTATE INCOME FUND December 31, 2025 |
The Fund's performance figures* for the year ended December 31, 2025, compared to its benchmarks:
|
Fund/Index |
One Year |
Annualized |
||||
|
Forum Real Estate Income Fund - Founders Shares(a) |
9.75 |
% |
8.32 |
% |
||
|
Forum Real Estate Income Fund - Class I Shares(b) |
9.64 |
% |
11.10 |
% |
||
|
Forum Real Estate Income Fund - Class K Shares |
8.66 |
9.19 |
%(c) |
|||
|
Fund Benchmarks |
||||||
|
Bloomberg CMBS BBB Index(d) |
9.15 |
% |
2.80 |
% |
||
|
Bloomberg U.S. Aggregate Bond Index(e) |
7.30 |
% |
0.16 |
% |
||
|
Bloomberg U.S. Corporate High Yield Index(f) |
8.62 |
% |
4.40 |
% |
||
|
S&P 500 Index(g) |
17.88 |
% |
12.65 |
% |
||
__________________
* The Fund's past performance does not guarantee future results. The investment return and principal value of an investment in the Fund will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares. Current performance of the Fund may be lower or higher than the performance quoted. Returns are calculated using the traded net asset value or "NAV" on December 31, 2025. Performance data current to the most recent month end may be obtained by visiting www.freif.com or by calling 1-303-501-8860.
(a) The Founders Shares of the Fund commenced operations on April 16, 2021. The performance is based on average annual returns.
(b) The Class I Shares of the Fund commenced operations on February 22, 2023. The performance is based on average annual returns.
(c) The Class K Shares of the Fund commenced operations on July 17, 2024. The performance is based on average annual returns.
(d) The Bloomberg CMBS BBB Index measures the BBB-ratedmarket of U.S. Agency and U.S. Non-Agencyconduit and fusion CMBS deals with a minimum current deal size of $300mn. The index includes both U.S. Aggregate eligible and Non-U.S. Aggregate eligible securities. The benchmark performance is based on the average annual return since commencement of the Founders Shares on April 16, 2021.
6
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FORUM REAL ESTATE INCOME FUND December 31, 2025 |
(e) The Bloomberg U.S. Aggregate Bond Index is a market capitalization-weightedindex, meaning the securities in the index are weighted according to the market size of each bond type. Most U.S. traded investment grade bonds are represented. Municipal bonds and Treasury Inflation-ProtectedSecurities are excluded, due to tax treatment issues. The index includes Treasury securities, Government agency bonds, mortgage-backedbonds, corporate bonds, and a small amount of foreign bonds traded in U.S. Dollars. Index returns assume reinvestment of dividends. Investors may not invest in an Index directly. Unlike the Fund's returns, Index returns do not reflect any fees or expenses. The benchmark performance is based on the average annual return since commencement of the Founders Shares on April 16, 2021.
(f) The Bloomberg U.S. Corporate High Yield Bond Index measures the USD-denominated, high yield fixed-ratecorporate bond market. Securities are classified as high yield if the middle rating of Moody's, Fitch and S&P is Ba1/BB+/BB+ or below. Bonds from issuers with an emerging markets country of risk, based on Bloomberg EM country definition, are excluded. The benchmark performance is based on the average annual return since commencement of the Founders Shares on April 16, 2021.
(g) The S&P 500 Index measures the performance of 500 widely held stocks in the U.S. equity market. Standard and Poor's chooses member companies for the index based on market size, liquidity and industry group representation. Included are the stocks of industrial, financial, utility, and transportation companies. The benchmark performance is based on average annual returns since commencement of the Founders Shares on April 16, 2021.
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FORUM REAL ESTATE INCOME FUND December 31, 2025 |
Portfolio Composition* as of December 31, 2025
|
Top 10 Holdings** |
% of |
||
|
The Royal Senior Mortgage Participation |
6.8 |
% |
|
|
FREMF 2021-KF98 Mortgage Trust |
6.6 |
% |
|
|
Park West Preferred Equity |
4.5 |
% |
|
|
The Alary Preferred |
4.2 |
% |
|
|
FREMF 2020-KF88 Mortgage Trust |
4.1 |
% |
|
|
BX Trust 2025-VLT7 - Class A |
3.8 |
% |
|
|
BX Trust 2025-VOLT |
3.5 |
% |
|
|
GM Palace BTS |
3.2 |
% |
|
|
FREMF 2020-KF83 Mortgage Trust |
3.1 |
% |
|
|
Great Wolf Trust 2024-WOLF |
3.0 |
% |
|
|
42.8 |
% |
||
____________
* Composition of holdings are subject to change.
** Excludes money market position.
8
|
FORUM REAL ESTATE INCOME FUND As of December 31, 2025 |
|
Principal |
Reference |
Coupon |
Maturity |
Fair Value |
|||||||
|
PRIVATE INVESTMENTS - CREDIT FACILITY - 1.0% |
|||||||||||
|
4,063,603 |
LV Predevelopment(a),(b),(n) |
N/A |
14.500 |
05/03/27 |
$ |
4,114,543 |
|||||
|
TOTAL PRIVATE INVESTMENTS - CREDIT FACILITY |
4,114,543 |
||||||||||
|
Units/ |
|||||||||||
|
PRIVATE INVESTMENTS - EQUITY - 23.2% |
|||||||||||
|
REAL ESTATE COMMON EQUITY - 0.4% |
|||||||||||
|
53 |
CRIMSON DEVCO, LLC(a),(b),(c) |
N/A |
N/A |
N/A |
1,320,750 |
||||||
|
REAL ESTATE PREFERRED EQUITY - 22.8% |
|||||||||||
|
4,508,385 |
Avondale Hills(a),(b) |
Cash: 7.000%, |
13.000 |
12/11/29 |
4,562,790 |
||||||
|
7,806,148 |
Blackbird Group(a),(b) |
Cash: 6.500%, |
13.000 |
02/02/30 |
7,900,379 |
||||||
|
4,443,541 |
Dawson Forest(a),(b) |
Cash: 6.500%, |
13.000 |
04/02/29 |
4,496,470 |
||||||
|
12,528,957 |
GM Palace BTS(a),(b) |
N/A |
16.000 |
05/31/27 |
12,612,481 |
||||||
|
1,090,829 |
IOTA Multifamily Development(a),(b) |
Cash: 7.000%, |
14.000 |
04/01/26 |
855,973 |
||||||
|
7,233,139 |
Madison Midtown(a),(b),(d) |
PIK: 16.250% |
16.250 |
10/04/27 |
7,433,754 |
||||||
|
3,222,149 |
Mercantile Lofts Equity(a),(b),(n) |
Cash : 5.500%, |
14.500 |
04/11/28 |
3,254,289 |
||||||
|
18,180,450 |
Park West Preferred Equity(a),(b) |
Cash: 6.500%, |
12.500 |
09/30/27 |
18,190,024 |
||||||
|
17,000,000 |
The Alary Preferred(a),(b),(e),(n) |
N/A |
12.000 |
12/31/28 |
17,000,000 |
||||||
|
2,082,269 |
The Marlowe Preferred Equity(a),(b),(d) |
Cash: 5.000%, |
15.000 |
02/09/27 |
2,093,276 |
||||||
|
6,603,206 |
The Villas at Sundance(a),(b) |
Cash: 6.500%, |
13.000 |
06/17/29 |
6,681,566 |
||||||
|
6,245,438 |
Zephyr Preferred Equity(a),(b),(d),(f) |
Cash: 7.000%, |
15.772 |
06/14/27 |
6,245,437 |
||||||
|
91,326,439 |
|||||||||||
|
TOTAL PRIVATE INVESTMENTS - EQUITY (Cost $91,926,407) |
92,647,189 |
||||||||||
|
Principal |
||||||||||
|
PRIVATE INVESTMENTS - MEZZANINE LOANS - 11.6% |
||||||||||
|
828,715 |
Advantis MCA Harbor, LLC(a),(b),(e),(f),(g) |
1-Month Term SOFR + |
15.660 |
04/18/26 |
828,715 |
|||||
|
677,996 |
Ann Arbor Rambler Student Housing(a),(b),(f) |
Cash: 1-Month Term |
13.263 |
11/21/28 |
677,996 |
|||||
|
8,375,000 |
Istana at Wurzbach(a),(b),(f) |
1-Month Term SOFR + |
11.580 |
11/09/28 |
8,375,000 |
See accompanying notes which are an integral part of these financial statements.
9
|
FORUM REAL ESTATE INCOME FUND As of December 31, 2025 |
|
Principal |
Reference |
Coupon |
Maturity |
Fair Value |
|||||||
|
PRIVATE INVESTMENTS - MEZZANINE LOANS - 11.6% (continued) |
|||||||||||
|
10,000,000 |
Jasper Mezzanine Loan(a),(b),(f),(n) |
1-Month Term SOFR + |
12.261 |
12/28/28 |
$ |
10,000,000 |
|||||
|
2,145,233 |
Lexington So Totowa, LLC(a),(b),(f),(h) |
PIK: 1-Month Term |
15.123 |
02/01/26 |
2,145,232 |
||||||
|
4,000,000 |
Terraces at High Mountain Mezzanine Loan(a),(b),(f) |
1-Month Term SOFR + |
12.761 |
08/11/27 |
4,000,000 |
||||||
|
10,000,000 |
The Ivy Mezzanine Loan(a),(b),(f) |
1-Month Term SOFR + |
11.761 |
05/08/28 |
10,000,000 |
||||||
|
8,103,255 |
The Royal Mezzanine Loan Participation(a),(b),(k),(m) |
Cash: 6.500%, |
12.000 |
02/06/26 |
7,436,845 |
||||||
|
2,810,837 |
UMD Rambler Vertical Mezzanine(a),(b),(f) |
1-Month Term SOFR + |
12.702 |
06/12/29 |
2,810,837 |
||||||
|
TOTAL PRIVATE INVESTMENTS - MEZZANINE LOANS |
46,274,625 |
||||||||||
|
PRIVATE INVESTMENTS - SENIOR LOANS - 10.4% |
||||||||||
|
6,000,524 |
CF Forum WV Holdings, LLC(a),(b),(i) |
N/A |
11.990 |
12/01/26 |
6,000,525 |
|||||
|
8,500,000 |
Lakewilde at Santee Senior Loan(a),(b),(f),(n) |
1-Month Term SOFR + |
12.373 |
08/13/26 |
8,500,000 |
|||||
|
27,182,500 |
The Royal Senior Mortgage |
3-Month Term |
6.149 |
02/06/26 |
27,182,500 |
|||||
|
TOTAL PRIVATE INVESTMENTS - SENIOR LOANS |
41,683,025 |
|||||||||
|
COMMERCIAL MORTGAGE-BACKED SECURITIES ("CMBS") - 75.5% |
||||||||||
|
AGENCY CMBS - 14.7% |
||||||||||
|
12,110,183 |
FREMF 2020-KF83 Mortgage Trust(f),(j) |
SOFR30A + 9.114% |
13.123 |
07/25/30 |
12,399,303 |
|||||
|
17,353,623 |
FREMF 2020-KF88 Mortgage Trust(f),(j) |
SOFR30A + 9.114% |
13.123 |
09/25/30 |
16,450,475 |
|||||
|
2,312,130 |
FREMF 2020-KF95 Mortgage Trust(f),(j) |
SOFR30A + 9.000% |
13.009 |
12/25/30 |
1,595,102 |
|||||
|
2,286,398 |
FREMF 2020-KJ32 Mortgage Trust(f),(j) |
N/A |
7.000 |
11/25/33 |
2,071,234 |
|||||
|
25,670,178 |
FREMF 2021-KF98 Mortgage Trust(f),(j) |
SOFR30A + 8.500% |
12.509 |
12/25/30 |
26,307,498 |
|||||
|
58,823,612 |
See accompanying notes which are an integral part of these financial statements.
10
|
FORUM REAL ESTATE INCOME FUND As of December 31, 2025 |
|
Principal |
Reference |
Coupon |
Maturity |
Fair Value |
|||||||
|
NON-AGENCY CMBS - 60.8% |
|||||||||||
|
9,999,999 |
ACRE Multifamily Housing Mortgage Loan Trust 2022-Q018(f),(j) |
SOFR30A + 4.000% |
7.974 |
06/25/27 |
$ |
10,005,447 |
|||||
|
16,800,000 |
BAMLL Commercial Mortgage Securities Trust 2016-ISQ - Class XA(f),(j) |
N/A |
0.758 |
08/14/34 |
77,317 |
||||||
|
8,540,000 |
BAMLL Commercial Mortgage Securities Trust 2016-ISQ - Class XB(f),(j) |
N/A |
0.255 |
08/14/34 |
13,828 |
||||||
|
43,620,809 |
BBCMS Trust 2015-VFM(f),(j) |
N/A |
0.133 |
03/12/36 |
8,979 |
||||||
|
11,000,000 |
BLP Commercial Mortgage Trust |
1-Month Term SOFR + 3.750% |
7.500 |
12/15/42 |
11,027,468 |
||||||
|
5,366,000 |
BX Commercial Mortgage Trust |
1-Month Term SOFR + 2.115% |
5.865 |
06/15/27 |
5,381,390 |
||||||
|
10,298,147 |
BX Commercial Mortgage Trust |
1-Month Term SOFR + 3.089% |
6.839 |
08/15/41 |
10,330,286 |
||||||
|
3,000,000 |
BX Commercial Mortgage Trust |
1-Month Term SOFR + 6.968% |
10.702 |
10/15/41 |
3,004,227 |
||||||
|
10,000,000 |
BX Commercial Mortgage Trust |
1-Month Term SOFR + 1.750% |
5.500 |
08/15/42 |
10,036,060 |
||||||
|
5,000,000 |
BX Commercial Mortgage Trust |
1-Month Term SOFR + 3.250% |
7.000 |
08/15/42 |
5,029,260 |
||||||
|
7,500,000 |
BX Commercial Mortgage Trust |
1-Month Term SOFR + 3.400% |
7.150 |
11/15/42 |
7,528,071 |
||||||
|
7,400,000 |
BX Trust 2025-OMG - Class E(f),(j) |
1-Month Term SOFR + 2.950% |
6.700 |
10/15/42 |
7,409,190 |
||||||
|
2,000,000 |
BX Trust 2025-OMG - Class F(f),(j) |
1-Month Term SOFR + 3.600% |
7.350 |
10/15/42 |
2,002,481 |
||||||
|
15,000,000 |
BX Trust 2025-VLT7 - Class A(f),(j),(k) |
1-Month Term SOFR + 1.700% |
5.450 |
07/15/44 |
15,048,150 |
||||||
|
5,000,000 |
BX Trust 2025-VLT7 - Class E(f),(j) |
1-Month Term SOFR + 3.750% |
7.500 |
07/15/44 |
5,004,955 |
||||||
|
14,000,000 |
BX Trust 2025-VOLT(f),(j) |
1-Month Term SOFR + 1.700% |
5.450 |
12/15/44 |
14,034,160 |
||||||
|
8,000,000 |
BXHPP Trust 2021-FILM(f),(j),(k) |
1-Month Term SOFR + 0.764% |
4.514 |
08/15/36 |
7,729,600 |
||||||
|
10,000,000 |
CIP Commercial Mortgage Trust 2025-SBAY(f),(j) |
1-Month Term SOFR + 3.750% |
7.500 |
10/15/37 |
10,028,063 |
||||||
|
10,000,000 |
COMM Mortgage Trust 2024-WCL1(f),(j),(k) |
1-Month Term SOFR + 1.841% |
5.591 |
06/15/41 |
10,026,540 |
||||||
|
9,350,000 |
DROP Mortgage Trust 2021-FILE(f),(j),(k) |
1-Month Term SOFR + 1.264% |
5.014 |
10/15/43 |
9,126,610 |
||||||
|
4,757,000 |
Extended Stay America Trust 2025-ESH(f),(j) |
1-Month Term SOFR + 4.100% |
7.850 |
10/15/42 |
4,816,524 |
||||||
|
12,000,000 |
Great Wolf Trust 2024-WOLF(f),(j) |
1-Month Term SOFR + 5.436% |
9.186 |
03/15/39 |
12,086,772 |
||||||
|
10,000,000 |
GS Mortgage Securities Corp. Trust 2025-800D(f),(j),(k) |
1-Month Term SOFR + 2.650% |
6.400 |
11/25/41 |
10,025,460 |
||||||
|
2,500,000 |
Hudson's Bay Simon JV Trust 2015-HBS - Class A10(j) |
N/A |
4.155 |
08/05/34 |
2,497,633 |
||||||
|
3,000,000 |
Hudson's Bay Simon JV Trust 2015-HBS - Class B10(j) |
N/A |
4.906 |
08/05/34 |
2,989,836 |
||||||
See accompanying notes which are an integral part of these financial statements.
11
|
FORUM REAL ESTATE INCOME FUND As of December 31, 2025 |
|
Principal |
Reference |
Coupon |
Maturity |
Fair Value |
|||||||
|
NON-AGENCY CMBS - 60.8% (continued) |
|||||||||||
|
1,820,000 |
Hudson's Bay Simon JV Trust 2015-HBS - Class C10(f),(j) |
N/A |
5.447 |
08/05/34 |
$ |
1,795,870 |
|||||
|
902,261 |
Hudson's Bay Simon JV Trust |
N/A |
5.159 |
08/05/34 |
901,258 |
||||||
|
100,000 |
Hudson's Bay Simon JV Trust |
N/A |
5.159 |
08/05/34 |
94,290 |
||||||
|
5,000,000 |
JP Morgan Chase Commercial Mortgage Securities Trust 2025-PHNY(f),(j) |
1-Month Term SOFR + 5.938% |
9.688 |
01/15/41 |
5,020,065 |
||||||
|
10,034,000 |
Life 2022-BMR Mortgage |
1-Month Term SOFR + 1.295% |
5.045 |
05/15/39 |
9,688,891 |
||||||
|
5,430,000 |
Life 2022-BMR Mortgage Trust - Class D(f),(j) |
1-Month Term SOFR + 2.542% |
6.292 |
05/15/39 |
4,404,441 |
||||||
|
7,500,000 |
MILE Trust 2025-STNE(f),(j) |
1-Month Term SOFR + 4.900% |
8.650 |
07/15/42 |
7,485,015 |
||||||
|
2,500,000 |
MRCD 2019-MARK Mortgage Trust(j) |
N/A |
4.250 |
12/15/36 |
1,237,500 |
||||||
|
6,400,000 |
Prima Capital CRE Securitization |
N/A |
5.500 |
10/01/33 |
5,386,957 |
||||||
|
6,500,000 |
Prima Capital CRE Securitization |
N/A |
4.000 |
11/26/29 |
5,151,496 |
||||||
|
10,450,000 |
SWCH Commercial Mortgage Trust 2025-DATA(f),(j) |
1-Month Term SOFR + 3.340% |
7.090 |
02/15/42 |
10,408,722 |
||||||
|
10,000,000 |
Wells Fargo Commercial Mortgage Trust 2025-B33RP(f),(j) |
1-Month Term SOFR + 3.500% |
7.250 |
08/15/42 |
10,052,487 |
||||||
|
8,000,000 |
Worldwide Plaza Trust 2017-WWP - Class A(j) |
N/A |
3.526 |
11/10/36 |
6,434,088 |
||||||
|
354,000 |
Worldwide Plaza Trust 2017-WWP - Class F(f),(j) |
N/A |
3.596 |
11/10/36 |
1,823 |
||||||
|
243,331,210 |
|||||||||||
|
TOTAL COMMERCIAL MORTGAGE-BACKED SECURITIES |
302,154,822 |
||||||||||
|
Shares |
Fair Value |
|||||
|
SHORT-TERM INVESTMENTS - 2.4% |
||||||
|
MONEY MARKET FUNDS - 2.4% |
||||||
|
9,513,345 |
Fidelity Treasury Portfolio - Institutional Class, 3.60%(l) |
9,513,345 |
||||
|
TOTAL SHORT-TERM INVESTMENTS |
9,513,345 |
|||||
|
TOTAL INVESTMENTS - 124.1% |
$ |
496,387,549 |
||||
|
TOTAL LIABILITIES IN EXCESS OF OTHER ASSETS - (24.1)% |
(96,308,022 |
) |
||||
|
TOTAL NET ASSETS - 100.0% |
$ |
400,079,527 |
||||
|
Principal |
Interest |
Maturity |
Fair Value |
||||||||
|
REVERSE REPURCHASE AGREEMENTS - (23.8)% |
|||||||||||
|
(6,097,000 |
) |
Lucid Management Reverse Repo JAA Trust |
4.461 |
01/15/26 |
$ |
(6,097,000 |
) |
||||
|
(8,105,000 |
) |
Lucid Management Reverse Repo XAA8 Trust |
4.361 |
01/15/26 |
(8,105,000 |
) |
|||||
|
(7,221,000 |
) |
Lucid Management Reverse Repo XAA9 Trust |
4.661 |
01/15/26 |
(7,221,000 |
) |
|||||
|
(8,100,000 |
) |
Natixis Securities Americas Reverse Repo 3AA Trust |
4.300 |
01/15/26 |
(8,100,000 |
) |
|||||
|
(3,545,000 |
) |
Natixis Securities Americas Reverse Repo MAA Trust |
4.300 |
01/15/26 |
(3,545,000 |
) |
|||||
|
(11,340,000 |
) |
Natixis Securities Americas Reverse Repo PAA Trust |
4.300 |
01/15/26 |
(11,340,000 |
) |
|||||
See accompanying notes which are an integral part of these financial statements.
12
|
FORUM REAL ESTATE INCOME FUND As of December 31, 2025 |
|
Principal |
Interest |
Maturity |
Fair Value |
||||||||
|
(7,083,000 |
) |
Natixis Securities Americas Reverse Repo YAA Trust |
4.500 |
01/05/26 |
$ |
(7,083,000 |
) |
||||
|
(4,063,000 |
) |
Royal Bank Canada Reverse Repo 3AA3 Trust |
4.310 |
01/05/26 |
(4,063,000 |
) |
|||||
|
(7,431,000 |
) |
Royal Bank Canada Reverse Repo DAA2 Trust |
4.460 |
01/29/26 |
(7,431,000 |
) |
|||||
|
(7,661,000 |
) |
Royal Bank Canada Reverse Repo DAA6 Trust |
4.460 |
01/29/26 |
(7,661,000 |
) |
|||||
|
(24,403,089 |
) |
The Royal Reverse Loan Repo Participation(a),(b),(m) |
6.149 |
02/06/26 |
(24,403,089 |
) |
|||||
|
TOTAL REVERSE REPURCHASE AGREEMENTS |
$ |
(95,049,089 |
) |
||||||||
LLC - Limited Liability Company
PIK - Payment In Kind
SOFR - Secured Overnight Financing Rate
SOFR30A - United States 30 Day Average SOFR Secured Overnight Financing Rate
(a) Denotes an illiquid and restricted security that either: (a) cannot be offered for public sale without first being registered, and is availing itself of an exemption from registration under the Securities Act of 1933; or (b) is subject to a contractual restriction on public sales. The total of these illiquid and restricted securities represents 40.07% of net assets. The total value of these securities is $160,316,293 (see Note 5).
(b) The value of this security has been determined in good faith under policies adopted by the Fund's Adviser and approved by the Board of Trustees. Level 3 securities fair valued under such procedures represents 40.07% of net assets. The total value of these securities is $160,316,293 (see Note 2).
(c) Non-incomeproducing security.
(d) Co-investedloans are held by the Fund and an affiliate of the Fund (see Note 4).
(e) Interest on loans funded from interest reserve.
(f) Variable or floating rate security, the interest of which adjusts periodically based on changes in current interest rates and prepayments on the underlying pool of assets. The rate shown represents the rate on December 31, 2025.
(g) Cash portion of interest is included in principal of loans.
(h) Security is in default at December 31, 2025. An additional contractual 5.00% penalty interest rate will be applied until security is no longer in default.
(i) Net of Commercial Loan of ($11,250,572) with a maturity date of 12/01/2026 and interest rate of 1-MonthTerm SOFR + 3.750% equal to 7.438% as of December 31, 2025 (see Notes 2 and 10 as Williams Village II Land Loan).
(j) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities are restricted and may be resold in transactions exempt from registration normally to qualified institutional buyers. The total value of these securities is $302,154,821, which represents 75.52% of total net assets of the Fund.
(k) All or a portion of this security has been pledged as collateral for securities sold under agreement to repurchase. Total market value of underlying collateral for open reverse repurchase agreements at December 31, 2025 was $112,121,546.
(l) Rate disclosed is the seven-dayeffective yield as of December 31, 2025.
(m) The Fund entered into multiple participation agreements with LibreMax. The Fund sold its positions in the Royal Mezzanine Loan to LibreMax, and in return purchased a participation in that Mezzanine Loan from LibreMax. The Fund also entered into a participation agreement with LibreMax on The Royal Senior Mortgage Loan. Finally, the Fund entered into a participation agreement on a Loan Reverse Repurchase Agreement with LibreMax reflecting a participation in a facility with a third party. This facility is secured by The Royal Senior Mortgage Loan and The Royal Mezzanine Loan. The Fund participates in these Loans and Reverse Repurchase Agreements, as disclosed in this Schedule of Investments.
(n) A portion of the revenue generated from this investment is related to Loan Administration Fees, payable to the Fund. This is recorded on the Statement of Operations as Interest Income.
Portfolio Composition as of December 31, 2025
|
Types of Holdings |
% of |
||
|
Commercial Mortgage-Backed Securities |
75.5 |
% |
|
|
Private Investments - Equity |
23.2 |
% |
|
|
Private Investments - Mezzanine Loans |
11.6 |
% |
|
|
Private Investments - Senior Loans |
10.4 |
% |
|
|
Short-Term Investments |
2.4 |
% |
|
|
Private Investments - Credit Facility |
1.0 |
% |
|
|
Liabilities in Excess of Other Assets |
-24.1 |
% |
|
|
100.0 |
% |
||
See accompanying notes which are an integral part of these financial statements.
13
|
FORUM REAL ESTATE INCOME FUND As of December 31, 2025 |
|
Assets: |
||||
|
Investments in Securities at Market Value (cost $496,532,007) |
$ |
496,387,549 |
||
|
Cash |
2,325,157 |
|||
|
Receivable for Fund Shares Sold |
2,402,605 |
|||
|
Dividends and Interest Receivable |
2,643,454 |
|||
|
Receivable for Investment Securities Sold |
2 |
|||
|
Prepaid Expenses and Other Assets |
175,171 |
|||
|
Total Assets |
503,933,938 |
|||
|
Liabilities: |
||||
|
Payable for Securities Sold Under Agreements to Repurchase (proceeds $95,049,089) |
$ |
95,049,089 |
||
|
Payable for Investment Securities Purchased |
18,222 |
|||
|
Accrued Advisory Fees (Note 3) |
402,647 |
|||
|
Shareholder Servicing Fees Payable (Note 3) |
20,974 |
|||
|
Distribution Payable |
5,612,747 |
|||
|
Loan Interest Reserve |
2,220,409 |
|||
|
Reverse Repurchase Interest Payable |
119,217 |
|||
|
Accrued Expenses and Other Liabilities |
410,830 |
|||
|
Distribution and Shareholder Service (12b-1) Fees Payable (Note 3) |
276 |
|||
|
Total Liabilities |
103,854,411 |
|||
|
Commitments and Contingencies (Note 10) |
||||
|
Net Assets |
400,079,527 |
|||
|
Components of Net Assets: |
||||
|
Paid-in Capital (no par value; unlimited shares authorized) |
$ |
400,768,605 |
||
|
Total Accumulated Deficit |
(689,078 |
) |
||
|
Net Assets |
$ |
400,079,527 |
||
|
Net Asset Value Per Share |
||||
|
Founders Shares: |
||||
|
Net Assets |
147,688,396 |
|||
|
Shares of Beneficial Interest Outstanding |
15,298,605 |
|||
|
Net Asset Value and Redemption Price per Share |
$ |
9.65 |
||
|
Class I Shares: |
||||
|
Net Assets |
251,958,826 |
|||
|
Shares of Beneficial Interest Outstanding |
26,103,006 |
|||
|
Net Asset Value and Redemption Price per Share |
$ |
9.65 |
||
|
Class K Shares: |
||||
|
Net Assets |
432,305 |
|||
|
Shares of Beneficial Interest Outstanding |
44,872 |
|||
|
Net Asset Value and Redemption Price per Share |
$ |
9.63 |
See accompanying notes which are an integral part of these financial statements.
14
|
FORUM REAL ESTATE INCOME FUND For the Year Ended December 31, 2025 |
|
Investment Income: |
||||
|
Interest Income |
$ |
33,798,246 |
(1) |
|
|
Dividend Income |
550,452 |
|||
|
Total Investment Income |
34,348,698 |
|||
|
Expenses: |
||||
|
Investment Advisory Fees (Note 3) |
4,388,041 |
|||
|
Interest Expense from Reverse Repurchase Agreements and Commercial Loan |
3,473,143 |
|||
|
Legal Fees |
612,098 |
|||
|
Administration Fees |
264,177 |
|||
|
Audit and Tax Fees |
223,736 |
|||
|
Shareholder Servicing Fees - Class I (Note 3) |
155,761 |
|||
|
Chief Compliance Officer and Principal Financial Officer Fees |
141,389 |
|||
|
Registration Fees |
134,106 |
|||
|
Trustees' Fees |
116,923 |
|||
|
Transfer Agent Fees |
113,094 |
|||
|
Shareholder Reporting Fees |
68,059 |
|||
|
Pricing Fees |
47,521 |
|||
|
Other Expenses |
43,225 |
|||
|
Insurance Fees |
41,249 |
|||
|
Custody Fees |
19,077 |
|||
|
Distribution and Shareholder Service (12b-1) Fees - Class K (Note 3) |
1,381 |
|||
|
Shareholder Servicing Fees - Class K (Note 3) |
460 |
|||
|
Total Expenses |
9,843,440 |
|||
|
Advisory Fees Waived (Note 3) |
(947,081 |
) |
||
|
Net Expenses |
8,896,359 |
|||
|
Net Investment Income |
25,452,339 |
|||
|
Realized and Unrealized Gain (Loss) on Investments: |
||||
|
Net Realized Gain from Investments |
2,696,363 |
|||
|
Net Change in Unrealized Depreciation on Investments |
(813,035 |
) |
||
|
Net Realized and Unrealized Gain |
1,883,328 |
|||
|
Net Increase in Net Assets Resulting From Operations |
$ |
27,335,667 |
____________
(1) Includes paid-in-kindinterest of $7,292,583 and loan administration fees of $14,828.
See accompanying notes which are an integral part of these financial statements.
15
|
FORUM REAL ESTATE INCOME FUND |
|
For the |
For the |
|||||||
|
Increase (Decrease) in Net Assets from: |
||||||||
|
Operations: |
||||||||
|
Net Investment Income |
$ |
25,452,339 |
$ |
13,680,676 |
||||
|
Net Realized Gain from Investments |
2,696,363 |
1,123,076 |
||||||
|
Net Change in Unrealized Depreciation/Appreciation |
(813,035 |
) |
2,169,009 |
|||||
|
Net Increase in Net Assets Resulting From Operations |
27,335,667 |
16,972,761 |
||||||
|
Distributions to Shareholders: |
||||||||
|
Distributions: |
||||||||
|
Founders Shares |
(12,549,418 |
) |
(10,106,977 |
) |
||||
|
Class I Shares |
(15,585,397 |
) |
(4,451,682 |
) |
||||
|
Class K Shares |
(19,723 |
) |
(49 |
)(1) |
||||
|
Total Distributions to Shareholders |
(28,154,538 |
) |
(14,558,708 |
) |
||||
|
Beneficial Interest Transactions: |
||||||||
|
Proceeds From Shares Issued: |
||||||||
|
Founders Shares |
44,246,595 |
45,569,100 |
||||||
|
Class I Shares |
182,365,579 |
64,060,740 |
||||||
|
Class K Shares |
424,000 |
1,022 |
(1) |
|||||
|
Distributions Reinvested: |
||||||||
|
Founders Shares |
1,303,144 |
1,316,001 |
||||||
|
Class I Shares |
3,570,847 |
771,475 |
||||||
|
Class K Shares |
12,343 |
27 |
(1) |
|||||
|
Redemptions: |
||||||||
|
Founders Shares |
(13,482,641 |
) |
(10,541,490 |
) |
||||
|
Class I Shares |
(11,180,822 |
) |
(4,219,778 |
) |
||||
|
Net Increase From Beneficial Interest Transactions |
207,259,045 |
96,957,097 |
||||||
|
Total Increase In Net Assets |
206,440,174 |
99,371,150 |
||||||
|
Net Assets: |
||||||||
|
Beginning of Period |
193,639,353 |
94,268,203 |
||||||
|
End of Period |
$ |
400,079,527 |
$ |
193,639,353 |
||||
|
Share Activity: |
||||||||
|
Shares Sold: |
||||||||
|
Founders Shares |
4,555,439 |
4,741,913 |
||||||
|
Class I Shares |
18,742,577 |
6,647,607 |
||||||
|
Class K Shares |
43,489 |
104 |
(1) |
|||||
|
Shares Reinvested: |
||||||||
|
Founders Shares |
134,480 |
137,156 |
||||||
|
Class I Shares |
368,381 |
80,233 |
||||||
|
Class K Shares |
1,274 |
5 |
(1) |
|||||
|
Shares Redeemed: |
||||||||
|
Founders Shares |
(1,387,946 |
) |
(1,094,956 |
) |
||||
|
Class I Shares |
(1,148,251 |
) |
(442,233 |
) |
||||
|
Net Increase in Shares of Beneficial Interest Outstanding |
21,309,443 |
10,069,829 |
||||||
____________
(1) Reflects operations for the period from July 17, 2024 (commencement of operations) to December 31, 2024.
See accompanying notes which are an integral part of these financial statements.
16
|
FORUM REAL ESTATE INCOME FUND For the Year Ended December 31, 2025 |
|
Increase/(Decrease) in Cash: |
||||
|
Cash Flows Provided by (Used in) Operating Activities: |
||||
|
Net Increase in Net Assets Resulting from Operations |
$ |
27,335,667 |
||
|
Adjustments to Reconcile Net Increase (Decrease) in Net Assets Resulting from Operations to Net Cash Provided by (Used in) Operating Activities: |
||||
|
Purchases of Long-Term Investments |
(366,287,361 |
) |
||
|
Funding of Private Investments |
(151,204,798 |
) |
||
|
Proceeds from Sales of Long-Term Investments |
245,116,869 |
|||
|
Repayments of Private Investments |
17,588,451 |
|||
|
Purchases of Short-Term Investments, Net |
(2,719,045 |
) |
||
|
Change in Unrealized Depreciation on Investments |
813,035 |
|||
|
Net Realized Gain on Investments |
(2,696,363 |
) |
||
|
Net Amortization on Investments |
(765,740 |
) |
||
|
Return of Capital Distributions Received |
188,233 |
|||
|
Payment In Kind Interest |
(7,292,583 |
) |
||
|
Loan Origination Proceeds |
331,372 |
|||
|
Net Paydown Gains |
(801,109 |
) |
||
|
Change in Operating Assets and Liabilities: |
||||
|
Increase in Dividends and Interest Receivable |
(1,294,112 |
) |
||
|
Increase in Prepaid Expenses and Other Assets |
(102,925 |
) |
||
|
Increase in Shareholder Servicing Fees Payable |
14,426 |
|||
|
Increase in Accrued Advisory Fees |
400,411 |
|||
|
Decrease in Reverse Repurchase Interest Payable |
(2,280 |
) |
||
|
Increase in Loan Interest Reserve |
2,128,432 |
|||
|
Increase in Distribution and Shareholder Servicing (12b-1) Fees Payable |
275 |
|||
|
Increase in Accrued Expenses and Other Liabilities |
29,948 |
|||
|
Net Cash Used in Operating Activities |
(239,219,197 |
) |
||
|
Cash Flows Provided by (Used in) Financing Activities: |
||||
|
Payment from Sales of Shares and Change in Receivable for Fund Shares Sold |
225,326,343 |
|||
|
Payment for Redemption of Shares |
(24,663,463 |
) |
||
|
Dividends Paid to Shareholders, Net of Reinvestments and Change in Distribution Payable |
(19,866,543 |
) |
||
|
Proceeds from Reverse Repurchase Agreements |
619,032,089 |
|||
|
Repayments of Reverse Repurchase Agreements |
(559,342,000 |
) |
||
|
Net Cash Provided by Financing Activities |
240,486,426 |
|||
|
Net Change in Cash |
1,267,229 |
|||
|
Beginning Cash Balance |
1,057,928 |
|||
|
Ending Cash Balance |
2,325,157 |
|||
|
Supplemental Non-Cash Information: |
||||
|
Interest Paid |
3,475,423 |
|||
|
Reinvested Dividends |
$ |
4,886,334 |
See accompanying notes which are an integral part of these financial statements.
17
|
FORUM REAL ESTATE INCOME FUND Founders Shares |
Per share operating performance.
For a capital share outstanding throughout each period.
|
For the |
For the |
For the |
For the |
For the |
||||||||||||||||
|
Net Asset Value, Beginning of Period |
$ |
9.62 |
$ |
9.36 |
$ |
9.16 |
$ |
9.84 |
$ |
10.00 |
||||||||||
|
From Operations: |
||||||||||||||||||||
|
Net Investment Income(2) |
0.85 |
0.93 |
0.96 |
0.72 |
0.27 |
|||||||||||||||
|
Net Realized and Unrealized Gain (Loss) on Investments |
0.06 |
0.27 |
0.11 |
(0.68 |
) |
0.10 |
||||||||||||||
|
Total From Operations |
0.91 |
1.20 |
1.07 |
0.04 |
0.37 |
|||||||||||||||
|
Less Distributions: |
||||||||||||||||||||
|
Net Investment Income |
(0.82 |
) |
(0.93 |
) |
(0.87 |
) |
(0.72 |
) |
(0.40 |
) |
||||||||||
|
Net Realized Gains |
(0.06 |
) |
(0.01 |
) |
- |
- |
(0.13 |
) |
||||||||||||
|
Total Distributions |
(0.88 |
) |
(0.94 |
) |
(0.87 |
) |
(0.72 |
) |
(0.53 |
) |
||||||||||
|
Net Asset Value, End of Period |
$ |
9.65 |
$ |
9.62 |
$ |
9.36 |
$ |
9.16 |
$ |
9.84 |
||||||||||
|
Total Return(3) |
9.75 |
% |
13.36 |
% |
12.24 |
% |
0.46 |
% |
3.70 |
%(4) |
||||||||||
|
Ratios and Supplemental Data: |
||||||||||||||||||||
|
Net Assets, End of Period (in 000's) |
$ |
147,688 |
$ |
115,358 |
$ |
76,904 |
$ |
56,522 |
$ |
57,679 |
||||||||||
|
Including Interest Expense: |
||||||||||||||||||||
|
Ratio of Gross Expenses to Average Net Assets |
3.31 |
% |
3.75 |
% |
5.33 |
% |
4.98 |
% |
4.18 |
%(5) |
||||||||||
|
Ratio of Net Expenses to Average Net Assets(6) |
2.99 |
% |
2.92 |
% |
3.33 |
% |
2.93 |
% |
2.55 |
%(5) |
||||||||||
|
Ratio of Net Investment Income to Average Net Assets |
8.75 |
% |
9.67 |
% |
10.40 |
% |
7.55 |
% |
3.94 |
%(5) |
||||||||||
|
Excluding Interest Expense: |
||||||||||||||||||||
|
Ratio of Gross Expenses to Average Net Assets |
2.12 |
% |
2.63 |
% |
3.80 |
% |
4.19 |
% |
3.88 |
%(5) |
||||||||||
|
Ratio of Net Expenses to Average Net Assets(6) |
1.80 |
% |
1.80 |
% |
1.80 |
% |
2.14 |
% |
2.25 |
%(5) |
||||||||||
|
Ratio of Net Investment Income to Average Net Assets |
9.94 |
% |
10.79 |
% |
11.93 |
% |
8.34 |
% |
4.24 |
%(5) |
||||||||||
|
Portfolio Turnover Rate |
81 |
% |
53 |
% |
34 |
% |
30 |
% |
49 |
%(4) |
||||||||||
____________
(1) Reflects operations for the period from April 16, 2021 (commencement of operations) to December 31, 2021.
(2) Based on average shares outstanding for the period.
(3) Total returns are historical in nature and assume changes in share price, reinvestment of dividends and capital gains distributions, if any, and excludes the effect of sales charges. Had the Adviser not waived expenses, total returns would have been lower.
(4) Not annualized for periods of less than one year.
(5) Annualized.
(6) Effective September 29, 2022, the share expense cap was changed from 2.25% to 1.80% of average net assets.
See accompanying notes which are an integral part of these financial statements.
18
|
FORUM REAL ESTATE INCOME FUND Class I Shares |
Per share operating performance.
For a capital share outstanding throughout each period.
|
For the |
For the |
For the |
||||||||||
|
Net Asset Value, Beginning of Period |
$ |
9.62 |
$ |
9.36 |
$ |
9.38 |
||||||
|
From Operations: |
||||||||||||
|
Net Investment Income(2) |
0.84 |
0.92 |
0.83 |
|||||||||
|
Net Realized and Unrealized Gain (Loss) |
0.06 |
0.27 |
(0.05 |
) |
||||||||
|
Total From Operations |
0.90 |
1.19 |
0.78 |
|||||||||
|
Less Distributions: |
||||||||||||
|
Net Investment Income |
(0.81 |
) |
(0.92 |
) |
(0.80 |
) |
||||||
|
Net Realized Gains |
(0.06 |
) |
(0.01 |
) |
- |
|||||||
|
Total Distributions |
(0.87 |
) |
(0.93 |
) |
(0.80 |
) |
||||||
|
Net Asset Value, End of Period |
$ |
9.65 |
$ |
9.62 |
$ |
9.36 |
||||||
|
Total Return(3) |
9.64 |
% |
13.26 |
% |
8.76 |
%(4) |
||||||
|
Ratios and Supplemental Data: |
||||||||||||
|
Net Assets, End of Period(in 000's) |
$ |
251,959 |
$ |
78,280 |
$ |
17,365 |
||||||
|
Including Interest Expense: |
||||||||||||
|
Ratio of Gross Expenses to Average Net Assets |
3.41 |
% |
3.85 |
% |
5.43 |
%(5) |
||||||
|
Ratio of Net Expenses to Average Net Assets |
3.09 |
% |
3.02 |
% |
3.43 |
%(5) |
||||||
|
Ratio of Net Investment Income to Average Net Assets |
8.65 |
% |
9.57 |
% |
10.48 |
%(5) |
||||||
|
Excluding Interest Expense: |
||||||||||||
|
Ratio of Gross Expenses to Average Net Assets |
2.22 |
% |
2.73 |
% |
3.90 |
%(5) |
||||||
|
Ratio of Net Expenses to Average Net Assets |
1.90 |
% |
1.90 |
% |
1.90 |
%(5) |
||||||
|
Ratio of Net Investment Income to Average Net Assets |
9.84 |
% |
10.69 |
% |
12.01 |
%(5) |
||||||
|
Portfolio Turnover Rate |
81 |
% |
53 |
% |
34 |
%(4) |
||||||
____________
(1) Reflects operations for the period from February 22, 2023 (commencement of operations) to December 31, 2023.
(2) Based on average shares outstanding for the period.
(3) Total returns are historical in nature and assume changes in share price, reinvestment of dividends and capital gains distributions, if any, and excludes the effect of sales charges. Had the Adviser not waived expenses, total returns would have been lower.
(4) Not annualized for periods of less than one year.
(5) Annualized.
See accompanying notes which are an integral part of these financial statements.
19
|
FORUM REAL ESTATE INCOME FUND Class K Shares |
Per share operating performance.
For a capital share outstanding throughout each period.
|
For the |
For the |
|||||||
|
Net Asset Value, Beginning of Period |
$ |
9.61 |
$ |
9.64 |
||||
|
From Operations: |
||||||||
|
Net Investment Income(2) |
0.75 |
0.39 |
||||||
|
Net Realized and Unrealized Gain |
0.06 |
0.04 |
||||||
|
Total From Operations |
0.81 |
0.43 |
||||||
|
Less Distributions: |
||||||||
|
Net Investment Income |
(0.73 |
) |
(0.45 |
) |
||||
|
Net Realized Gains |
(0.06 |
) |
(0.01 |
) |
||||
|
Total Distributions |
(0.79 |
) |
(0.46 |
) |
||||
|
Net Asset Value, End of Period |
$ |
9.63 |
$ |
9.61 |
||||
|
Total Return(3) |
8.66 |
% |
4.62 |
%(4) |
||||
|
Ratios and Supplemental Data: |
||||||||
|
Net Assets, End of Period (in 000's) |
$ |
432 |
$ |
1 |
||||
|
Including Interest Expense: |
||||||||
|
Ratio of Gross Expenses to Average Net Assets |
4.31 |
% |
4.75 |
%(5) |
||||
|
Ratio of Net Expenses to Average Net Assets |
3.99 |
% |
3.92 |
%(5) |
||||
|
Ratio of Net Investment Income to Average Net Assets |
7.75 |
% |
8.67 |
%(5) |
||||
|
Excluding Interest Expense: |
||||||||
|
Ratio of Gross Expenses to Average Net Assets |
3.12 |
% |
3.63 |
%(5) |
||||
|
Ratio of Net Expenses to Average Net Assets |
2.80 |
% |
2.80 |
%(5) |
||||
|
Ratio of Net Investment Income to Average Net Assets |
8.94 |
% |
9.79 |
%(5) |
||||
|
Portfolio Turnover Rate |
81 |
% |
53 |
%(4) |
||||
____________
(1) Reflects operations for the period from July 17, 2024 (commencement of operations) to December 31, 2024.
(2) Based on average shares outstanding for the period.
(3) Total returns are historical in nature and assume changes in share price, reinvestment of dividends and capital gains distributions, if any, and excludes the effect of sales charges. Had the Adviser not waived expenses, total returns would have been lower.
(4) Not annualized for periods of less than one year.
(5) Annualized.
See accompanying notes which are an integral part of these financial statements.
20
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
1. ORGANIZATION
Forum Real Estate Income Fund (the "Fund") was organized as a Delaware statutory trust on April 5, 2021, and is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as a non-diversifiedclosed-endmanagement investment company. The Fund operates as an interval fund pursuant to Rule 23c-3under the 1940 Act. The primary investment objectives of the Fund are to maximize current income and preserve investor capital, with a secondary focus on long-termcapital appreciation. The Fund offers four classes of shares: Founders Shares, which commenced operations on April 16, 2021; Class I Shares, which commenced operations on February 22, 2023; Class K Shares, formerly Class C Shares, which commenced operations on July 17, 2024; and Class M Shares, which are not available for purchase as of the date of this report. Forum Capital Advisors LLC, an investment adviser registered under the Investment Advisers Act of 1940 (the "Advisers Act"), as amended, serves as the Fund's investment adviser (the "Adviser"). Effective May 15, 2025, Nuveen Asset Management, LLC ("Nuveen"), an investment adviser registered under the Advisers Act, serves as the non-discretionarySub-Adviserto the Fund. Prior to May 15, 2025, Janus Henderson Investors US LLC ("Janus"), an investment adviser registered under the Advisers Act, served as the non-discretionarySub-Adviserto the Fund.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies followed by the Fund in preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America ("GAAP"). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board ("FASB") Accounting Standard Codification ("ASC") Topic 946 "Financial Services - Investment Companies".
Securities Valuation - Common and preferred equity securities listed on an exchange are valued at the last reported sale price at the close of the regular trading session of the primary exchange on the business day the value is being determined. Fixed-incomesecurities, having a remaining maturity of greater than 60 days, are typically valued at the evaluated prices formulated by an independent pricing service. Each security type has a primary and secondary pricing source. If neither the primary nor any secondary pricing source can provide a price or logic to determine a price, the Valuation Designee (as defined below) will provide a fair value price for the security.
Fair Valuation Process - The 1940 Act requires a fund to value its portfolio investments using the market value of its portfolio securities when market quotations are "readily available" and, when a market quotation is not readily available or if the investment is not a security, by using the investment's fair value as determined in good faith by the fund's board. The Board of Trustees (the "Board" or "Trustees") of the Fund has designated the Adviser to manage and implement the day-to-dayvaluation of the Fund's portfolio investments, in accordance with valuation policies and procedures adopted by the Adviser and approved by the Board. In addition, pursuant to Rule 2a-5under the 1940 Act, the Board has designated the Adviser as the "valuation designee" ("Valuation Designee") to make fair value determinations for all of the Fund's investments for which market quotations are not readily available. The Valuation Designee has established a Valuation Committee, which assists in carrying out the valuation of Fund holdings and performs fair value determinations pursuant to the standards and procedures set forth in such policies and procedures. The Valuation Designee may consult with the
21
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued) |
Fund's outside legal counsel or other third-partyconsultants in their discussions and deliberations. Due to the inherent uncertainties of valuation, certain estimated fair values may differ significantly from the values that would have been realized had a ready market for these investments existed, and these differences could be material.
Fund investments are valued in accordance with ASC Topic 820, Fair Value Measurements and Disclosure ("ASC Topic 820"), issued by the FASB, which defines fair value as the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the applicable measurement date.
Investments that are listed or traded on an exchange and are freely transferable, such as interests in public REITS or certain short-terminvestments, are Level 1 securities and valued at the closing price on the principal exchange on which the investment is listed or traded. Other investments for which market quotations are readily available will be valued using end-of-daypricing quotes obtained from an independent third-partyfixed income pricing service on a daily basis.
Certain investments, such as CMBS, that are publicly traded but for which no readily available market quotations exist, are generally valued on the basis of information furnished by an independent pricing service that uses a valuation matrix which incorporates both dealer-suppliedvaluations and electronic data processing techniques. Such investments are classified as Level 2 securities as described below. To assess the continuing appropriateness of pricing sources and methodologies, the Adviser regularly performs price verification procedures and issues challenges as necessary to independent pricing services, and any differences are reviewed in accordance with the valuation procedures. The Valuation Designee will utilize a number of factors to determine if the quotations are representative of fair value, including through comparison of prices to multiple sources and monitoring of significant valuation events. The Sub-Advisermay also provide relevant information to the Adviser in its capacity as Valuation Designee.
Securities that are not publicly traded or whose market prices are not readily available, as will be the case for a substantial portion of Private Mezzanine Loans, Private Credit Facilities, Private Senior Loans, and direct real estate equity investments, will initially be valued at acquisition cost until a fair value is determined by the Adviser in good faith pursuant to the policies adopted by the Adviser and approved by the Board, based on, among other things, the input of the Adviser and independent valuation firm(s) engaged to review the Fund's investments. Such investments are classified as Level 3 securities as described below. The Adviser and independent valuation firm(s) will use a variety of approaches to establish the fair value of these investments in good faith. The approaches used will generally include widely recognized and utilized valuation approaches and methodologies, including an analysis of discounted cash flows, comparable credit spreads, publicly traded comparable companies and comparable transactions and will also consider recent transaction prices and other factors in the valuation. Because of the uncertainty and judgment involved in the valuation of those portfolio company securities that do not have a readily available market price, the estimated fair value of such securities may be different from values that would have been used had a readily available market existed for such securities. Fair value pricing involves subjective judgment and it is possible that a fair value determination for a security could be materially different than the value that could be realized upon the sale of such security.
The Valuation Designee provides the Board with reports on a quarterly basis, or more frequently if necessary, identifying valuation activity with respect to Level 1, Level 2, and Level 3 holdings in the Fund's portfolio. Fair value determinations are based upon all available inputs that the Valuation
22
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued) |
Designee deems relevant, which may include indicative dealer quotes, values of like securities, recent portfolio company financial statements and forecasts for the investment, and valuations prepared by independent valuation firms.
U.S. GAAP establishes a single authoritative definition of fair value, sets out a framework for measuring fair value and requires additional disclosures about fair value measurement. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of input are:
Level 1- Unadjusted quoted prices in active markets for identical and/or similar assets and liabilities that the Fund has the ability to access at the measurement date.
Level 2- Other significant observable inputs other than quoted prices included in Level 1 for the asset or liability, either directly or indirectly. These inputs may include quoted prices for similar investments or identical investments in an active market, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
Level 3- Significant unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund's own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
The inputs or methodology used for valuing investments are not necessarily an indication of the risk associated with investing in those investments. The following tables summarize the inputs used as of December 31, 2025, for the Fund's assets and liabilities measured at fair value:
|
Assets |
Level 1 |
Level 2 |
Level 3 |
Total |
||||||||
|
Private Investments - Credit Facility |
$ |
- |
$ |
- |
$ |
4,114,543 |
$ |
4,114,543 |
||||
|
Private Investments - Equity |
- |
- |
92,647,189 |
92,647,189 |
||||||||
|
Private Investments - Mezzanine Loans |
- |
- |
46,274,625 |
46,274,625 |
||||||||
|
Private Investments - Senior Loans |
- |
- |
41,683,025 |
41,683,025 |
||||||||
|
Commercial Mortgage-Backed Securities |
- |
302,154,822 |
- |
302,154,822 |
||||||||
|
Short-Term Investments |
9,513,345 |
- |
- |
9,513,345 |
||||||||
|
$ |
9,513,345 |
$ |
302,154,822 |
$ |
184,719,382 |
$ |
496,387,549 |
|||||
23
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued) |
|
Liabilities |
Level 1 |
Level 2 |
Level 3 |
Total |
||||||||
|
Reverse Repurchase Agreements |
$ |
- |
$ |
70,646,000 |
$ |
24,403,089 |
$ |
95,049,089 |
||||
|
$ |
- |
$ |
70,646,000 |
$ |
24,403,089 |
$ |
95,049,089 |
|||||
There were no transfers between levels during the current period presented. It is the Fund's policy to record transfers into or out of levels at the end of the reporting period.
The following table summarizes the valuation techniques and significant unobservable inputs used for the Fund's investments that are categorized in Level 3 of the fair value hierarchy as of December 31, 2025:
|
Assets |
Fair Value |
Valuation |
Unobservable |
Range of |
Impact to |
||||||
|
Private Investments - Credit Facility |
$ |
4,114,543 |
Market Yield Analysis |
Selected Market |
14.50% |
Decrease |
|||||
|
Private Investments - Equity |
1,320,750 |
Market Approach |
Broker Quote |
N/A |
N/A |
||||||
|
Private Investments - Equity |
12,612,481 |
Market Approach |
Indicated Property Sale |
N/A |
N/A |
||||||
|
Private Investments - Equity |
17,000,000 |
Market Approach |
Recent Transactions |
N/A |
N/A |
||||||
|
Private Investments - Equity |
855,973 |
Market Approach |
Probability of Recovery |
N/A |
N/A |
||||||
|
Private Investments - Equity |
60,857,985 |
Market Yield Analysis |
Selected Market |
12.00% to |
Decrease |
||||||
|
Private Investments - Mezzanine Loans |
26,692,548 |
Market Yield Analysis |
Selected Market |
7.62% to |
Decrease |
||||||
|
Private Investments - Mezzanine Loans |
19,582,077 |
Market Approach |
Recent Transactions |
N/A |
N/A |
||||||
|
Private Investments - Senior Loans |
27,182,500 |
Market Approach |
Recent Transactions |
N/A |
N/A |
||||||
|
Private Investments - Senior Loans |
14,500,525 |
Market Yield Analysis |
Selected Market |
6.68% to |
Decrease |
||||||
|
Total Level 3 Investments |
$ |
184,719,382 |
|||||||||
|
Liabilities |
Fair Value |
Valuation |
Unobservable |
Range of |
Impact to |
|||||||
|
Reverse Repurchase Agreements |
$ |
(24,403,089 |
) |
Market Approach |
Recent Transactions |
N/A |
N/A |
|||||
|
Total Level 3 Investments |
$ |
(24,403,089 |
) |
|||||||||
24
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued) |
The following is a reconciliation of assets and liabilities in which Level 3 inputs were used in determining value:
|
Assets |
Beginning |
Transfers |
Transfers |
Purchases |
Sales or |
Net |
Accretion of |
Return of |
Change in net |
Ending |
|||||||||||||||||||||||
|
Private Investments - Credit Facility |
$ |
- |
$ |
- |
$ |
- |
$ |
4,063,603 |
$ |
- |
$ |
- |
$ |
- |
$ |
(35,625 |
) |
$ |
86,565 |
$ |
4,114,543 |
||||||||||||
|
Private Investments - Equity |
34,490,679 |
- |
- |
57,715,521 |
(253,931 |
) |
- |
49,595 |
(58,418 |
) |
703,743 |
92,647,189 |
|||||||||||||||||||||
|
Private Investments - Mezzanine Loans |
15,746,510 |
- |
- |
47,763,899 |
(17,334,520 |
) |
112,351 |
15,971 |
34,952 |
(64,538 |
) |
46,274,625 |
|||||||||||||||||||||
|
Private Investments - Senior Loans |
- |
- |
- |
41,661,775 |
- |
- |
163,464 |
(129,142 |
) |
(13,072 |
) |
41,683,025 |
|||||||||||||||||||||
|
$ |
50,237,189 |
$ |
- |
$ |
- |
$ |
151,204,798 |
$ |
(17,558,451 |
) |
$ |
112,351 |
$ |
229,030 |
$ |
(188,233 |
) |
$ |
712,698 |
$ |
184,719,382 |
||||||||||||
|
Liabilities |
Beginning |
Transfers |
Transfers |
Purchases |
Sales or |
Net |
Accretion of |
Return of |
Change in net |
Ending |
||||||||||||||||||||||
|
Reverse Repurchase Agreements |
$ |
- |
$ |
- |
$ |
- |
$ |
- |
$ |
(24,403,089 |
) |
$ |
- |
$ |
- |
$ |
- |
$ |
- |
$ |
(24,403,089 |
) |
||||||||||
|
$ |
- |
$ |
- |
$ |
- |
$ |
- |
$ |
(24,403,089 |
) |
$ |
- |
$ |
- |
$ |
- |
$ |
- |
$ |
(24,403,089 |
) |
|||||||||||
The total change in unrealized appreciation included in the Statement of Operations attributable to Level 3 investments held on December 31, 2025 is $718,317.
Leverage - The Fund may use leverage to provide additional funds to support its investment activities.
The Fund primarily intends to enter into financing transactions using reverse repurchase agreements and commercial loans. A reverse repurchase agreement involves the purchase of a security by the Fund and a simultaneous agreement by the seller (generally a bank or dealer) to repurchase the security from the Fund at a specified date or upon demand. This technique offers a method of earning income on idle cash. These securities involve the risk that the seller will fail to repurchase the security, as agreed. In that case, the Fund will bear the risk of market value fluctuations until the security can be sold and may encounter delays and incur costs in liquidating the security.
If a reverse repurchase agreement counterparty defaults, the Fund may suffer time delays and incur costs or possible losses in connection with the disposition of the securities underlying the reverse repurchase agreement. In the event of a default, instead of the contractual fixed rate of return, the rate of return to the Fund will depend on intervening fluctuations of the market values of the underlying securities and the accrued interest thereon. In such an event, the Fund would have rights against the counterparty for breach of contract with respect to any losses resulting from those market fluctuations.
25
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued) |
Reverse repurchase agreements outstanding as of December 31, 2025 were as follows:
|
Reverse Repurchase Agreements |
||||||||||||||||||
|
Remaining Contractual Maturity of the Agreements |
||||||||||||||||||
|
Counterparty |
Overnight |
Up to |
30-90 |
Greater |
Total |
Rate |
||||||||||||
|
Lucid Management |
||||||||||||||||||
|
Commercial Mortgage-Backed Securities |
$ |
- |
$ |
6,097,000 |
$ |
- |
$ |
- |
$ |
6,097,000 |
4.46 |
% |
||||||
|
Commercial Mortgage-Backed Securities |
- |
8,105,000 |
- |
- |
8,105,000 |
4.36 |
% |
|||||||||||
|
Commercial Mortgage-Backed Securities |
- |
7,221,000 |
- |
- |
7,221,000 |
4.66 |
% |
|||||||||||
|
Natixis Securities Americas |
||||||||||||||||||
|
Commercial Mortgage-Backed Securities |
- |
8,100,000 |
- |
- |
8,100,000 |
4.30 |
% |
|||||||||||
|
Commercial Mortgage-Backed Securities |
- |
3,545,000 |
- |
- |
3,545,000 |
4.30 |
% |
|||||||||||
|
Commercial Mortgage-Backed Securities |
- |
11,340,000 |
- |
- |
11,340,000 |
4.30 |
% |
|||||||||||
|
Commercial Mortgage-Backed Securities |
- |
7,083,000 |
- |
- |
7,083,000 |
4.50 |
% |
|||||||||||
|
Royal Bank of Canada |
||||||||||||||||||
|
Commercial Mortgage-Backed Securities |
- |
4,063,000 |
- |
- |
4,063,000 |
4.31 |
% |
|||||||||||
|
Commercial Mortgage-Backed Securities |
- |
7,431,000 |
- |
- |
7,431,000 |
4.46 |
% |
|||||||||||
|
Commercial Mortgage-Backed Securities |
- |
7,661,000 |
- |
- |
7,661,000 |
4.46 |
% |
|||||||||||
|
LibreMax |
||||||||||||||||||
|
Private Investment - Mezzanine Loans and Senior Loans |
- |
- |
24,403,089 |
- |
24,403,089 |
6.15 |
% |
|||||||||||
|
Total Repurchase Agreements |
$ |
- |
$ |
70,646,000 |
$ |
24,403,089 |
$ |
- |
$ |
95,049,089 |
||||||||
The Fund has entered into participation agreements with LibreMax in the amount of $24,403,089 with a maturity date of February 6, 2026 and an interest rate of 1-MonthTerm SOFR + 3.750% which equals 8.062% as of December 31, 2025. This loan is tied to The Royal Senior Mortgage Loan and The Royal Mezzanine Loan. The Fund participates in these Loans, as disclosed in the Schedule of Investments.
The Fund has entered into a commercial loan agreement with the Banc of California in the amount of $11,250,572 with a maturity date of December 1, 2026 and an interest rate of 1-MonthTerm SOFR + 3.750% which equals 7.438% as of December 31, 2025. This loan is a component of CF Forum WV Holdings, LLC as disclosed in the Schedule of Investments along with the Williams Village II Land Loan as disclosed in Note 10.
Cash and Cash Equivalents - Cash and cash equivalents include cash and overnight investments in interest-bearingdemand deposits with a financial institution with maturities of three months or less. The Fund maintains deposits with a high quality financial institution in an amount that is in excess of federally insured limits.
Security Transactions and Investment Income - Investment security transactions are accounted for on a trade date basis. Cost is determined and gains and losses are based upon the specific identification method for both financial statement and federal income tax purposes. Interest income is recorded on the accrual basis. Purchase discounts and premiums on securities are accreted and amortized over the life of the respective securities using the effective interest method. The Fund elected not to measure an allowance for credit losses for accrued interest receivables. Interest is not accrued and interest receivable is written off when deemed uncollectible.
26
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (Continued) |
Loan origination income is charged to the borrowers during loan originations. This income is received at the time of closing and then deferred to be recognized as non-interestincome over the term of the loan. For the year ended December 31, 2025, the Fund earned loan origination income of $64,920 and has $392,623 of unearned loan origination income. Earned loan origination income is included in the Interest Income amount in the Statement of Operations.
Federal Income Taxes - The Fund has elected to be taxed as a REIT. The Fund's qualification and taxation as a REIT depend upon the Fund's ability to meet on a continuing basis, through actual operating results, certain qualification tests set forth in the U.S. federal tax laws. Those qualification tests involve the percentage of income that the Fund earns from specified sources, the percentage of the Fund's assets that falls within specified categories, the diversity of the ownership of the Fund's shares, and the percentage of the Fund's taxable income that the Fund distributes. No assurance can be given that the Fund will in fact satisfy such requirements for any taxable year. If the Fund qualifies as a REIT, the Fund generally will be allowed to deduct dividends paid to shareholders and, as a result, the Fund generally will not be subject to U.S. federal income tax on that portion of the Fund's ordinary income and net capital gain that the Fund annually distributes to shareholders, as long as the Fund meets the minimum distribution requirements under the Code. The Fund intends to make distributions to shareholders on a regular basis as necessary to avoid material U.S. federal income tax and to comply with the REIT distribution requirements.
Management has analyzed the Fund's tax positions taken on income tax returns for all open tax years and has concluded that as of December 31, 2025, no provision for income tax is required in the Fund's financial statements. The Fund's federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue. The Fund's tax years since 2022 are open to examination as of December 31, 2025.
Reclassification - GAAP requires that certain components of net assets be reclassified to reflect permanent differences between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share.
Distribution to Shareholders - Distributions from net investment income of the Fund, if any, are declared and paid on a monthly basis. Distributions of net realized gains, if any, are declared annually. Distributions to shareholders of the Fund are recorded on the ex-dividenddate and are determined in accordance with income tax regulations, which may differ from GAAP. For tax purposes, a distribution that for purposes of GAAP is composed of return of capital and net investment income may be subsequently re-characterizedto also include capital gains. Shareholders will be informed of the tax characteristics of the distributions after the close of the 2025 fiscal year.
Indemnification - The Fund indemnifies its officers and Trustees for certain liabilities that may arise from the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties and which provide general indemnities. The Fund's maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, management of the Fund expects the risk of loss due to these warranties and indemnities to be remote.
27
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES- (Continued) |
Segment Reporting - In this reporting period, the Fund adopted FASB Accounting Standards Update 2023-07, Segment Reporting ("Topic 280") - Improvements to Reportable Segment Disclosures ("ASU 2023-07"). Adoption of the new standard impacted financial statement disclosures only and did not affect the Fund's financial position or the results of its operations. An operating segment is defined in Topic 280 as a component of a public entity that engages in business activities from which it may recognize revenues and incur expenses, has operating results that are regularly reviewed by the public entity's chief operating decision maker ("CODM") to make decisions about resources to be allocated to the segment and assess its performance, and has discrete financial information available. The Fund's President acts as the Fund's CODM. The Fund represents a single operating segment, as the CODM monitors the operating results of the Fund as a whole and the Fund's long-termstrategic asset allocation is pre-determinedin accordance with the terms of its prospectus, based on a defined investment strategy which is executed by the Fund's portfolio managers as a team. The financial information in the form of the Fund's portfolio composition, total returns, expense ratios and changes in net assets (i.e., changes in net assets resulting from operations, subscriptions and redemptions), which are used by the CODM to assess the segment's performance versus the Fund's comparative benchmarks and to make resource allocation decisions for the Fund's single segment, is consistent with that presented within the Fund's financial statements. Segment assets are reflected on the accompanying statement of assets and liabilities as "total assets" and significant segment expenses are listed on the accompanying statement of operations. The Fund's class level total returns and expense ratios are disclosed in the Financial Highlights.
In this reporting period, the Fund adopted ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This ASU enhances the transparency and decision usefulness of income tax disclosures but does not change the recognition or measurement of income taxes and are effective for fiscal years beginning after December 15, 2024. The adoption of this guidance did not have a material impact on the Fund's financial statements, as the Fund qualifies as a REIT for federal income tax purposes.
3. INVESTMENT ADVISORY AGREEMENT AND TRANSACTIONS WITH RELATED PARTIES
The business activities of the Fund are overseen by the Board, which is responsible for the overall management of the Fund.
During the reporting period, as compensation for its services, the Fund paid to the Adviser a monthly advisory fee at an annual rate of 1.50% of its average daily net assets. Nuveen acts as the Fund's non-discretionarySub-Adviserand assists the Adviser in identifying and evaluating potential investments for the Fund. Nuveen is paid by the Adviser, and not by the Fund. For the year ended December 31, 2025, the Adviser earned advisory fees of $4,388,041 as disclosed on the Statement of Operations.
The Adviser and the Fund have entered into an Expense Limitation Agreement (the "Agreement") pursuant to which the Adviser has contractually agreed to waive its management fee and/or pay or reimburse the ordinary annual operating expenses of the Fund to the extent necessary to limit the Fund's operating expenses to 2.80% of the Class K Shares average daily net assets, 1.90% of the Class I Shares average daily net assets, 2.55% of the Class M Shares average daily net assets, and 1.80% of the Founders Shares average daily net assets. Ordinary operating expenses include organization and offering costs, but exclude brokerage commissions and other similar transactional expenses, interest (including interest incurred on borrowed funds and interest incurred in connection with bank and custody overdrafts), other borrowing costs and fees (including commitment fees), taxes, litigation and indemnification expenses, judgments, and extraordinary expenses.
28
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
3. INVESTMENT ADVISORY AGREEMENT AND TRANSACTIONS WITH RELATED PARTIES - (Continued) |
The Adviser is entitled to seek reimbursement from the Fund of fees waived or expenses paid or reimbursed to the Fund under the Agreement for a period ending three years after the date of the waiver, payment or reimbursement, subject to the limitation that a reimbursement will not cause a Class's operating expenses (after giving effect to the reimbursement) to exceed the lesser of (a) the expense limitation amount in effect at the time such fees were waived or expenses paid or reimbursed, or (b) the expense limitation amount. During the year ended December 31, 2025, the Adviser waived advisory fees of $947,081 as disclosed on the Statement of Operations and did not recoup any expenses.
As of December 31, 2025, the Adviser may seek recoupment for previously waived or reimbursed fees and expenses, subject to the limitations noted above, no later than the dates and in no greater amounts than as outlined below:
|
Date of Expiration |
Amount |
||
|
December 31, 2028 |
$ |
947,081 |
|
|
December 31, 2027 |
$ |
1,169,161 |
|
|
December 31, 2026 |
$ |
1,360,541 |
|
The Fund has established a Shareholder Servicing Plan with respect to Class I Shares, Class K Shares and Class M Shares that allows the Fund to pay shareholder servicing fees to certain intermediaries with respect to Shareholders holding Class I Shares, Class K Shares or Class M Shares (as applicable). Under the Shareholder Servicing Plan, the Fund may pay to qualified recipients up to 0.10% on an annualized basis of the average daily net assets of the Fund attributable to Class I Shares and up to 0.25% on an annualized basis of the average daily net assets of the Fund attributable to Class K or Class M Shares (the "Shareholder Servicing Fee"). Because these fees are paid out of the assets of the Class I Shares, Class K Shares or the Class M Shares (as the case may be) on an ongoing basis, over time these fees will increase the cost of an investment in Class I Shares, Class K Shares or Class M Shares. Founders Shares are not subject to the Shareholder Servicing Fee. During the year ended December 31, 2025, Class I and Class K Shareholders incurred $155,761 and $460 as disclosed on the Statement of Operations, respectively, of Shareholder Servicing Fees subject to the Fund's Shareholder Servicing Plan.
The Fund has adopted a Distribution and Service Plan (the "Plan") with respect to Class K Shares and Class M Shares consistent with the requirements of Rule 12b-1under the Investment Company Act. Under the Plan the Fund is permitted to pay to the Distributor, or to other qualified recipients under the Plan, up to 0.75% on an annualized basis of the average daily net assets of the Fund attributable to Class K Shares and up to 0.50% on an annualized basis of the average daily net assets of the Fund attributable to Class M Shares (the "Distribution and Service Fee"). The Distribution and Service Fee is paid for the sale and marketing of the Class K Shares and Class M Shares and to reimburse the Distributor for related expenses incurred. The Distributor generally will pay all or a portion of the Distribution and Service Fee to Financial Intermediaries that sell Class K Shares and Class M Shares. Because the Distribution and Service Fees are paid out of the Fund's assets attributable to Class K Shares and Class M Shares on an ongoing basis, over time they will increase the cost of an investment in Class K Shares and Class M Shares and may cost more than paying other types of sales charges. Class I Shares and Founders Shares are not subject to the Distribution and Service Fee. The Distribution and Service Plan is a compensation plan, which means that the Distributor is compensated regardless of its expenses, as opposed to a reimbursement plan which reimburses only for expenses incurred. The Distributor does not retain any of the Distribution and Service Fee for profit. All Distribution and Service Fees are held in a retention account by the Distributor to pay for and/or reimburse the Adviser for distribution-relatedexpenditures. Founders Shares and Class I Shares are not subject to
29
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
3. INVESTMENT ADVISORY AGREEMENT AND TRANSACTIONS WITH RELATED PARTIES - (Continued) |
the Distribution and Service Fee. During the year ended December 31, 2025, Class K Shareholders incurred $1,381 as disclosed on the Statement of Operations of Distribution and Service fees subject to the Fund's Plan.
In addition, certain third parties provide services to the Fund as follows:
Foreside Financial Services, LLC ("Distributor")- Foreside acts as Distributor to the Fund on a best-effortsbasis, subject to various conditions, pursuant to a Distribution Agreement (the "Distribution Agreement") between the Fund and the Distributor. The Distributor may enter into agreements with selected broker-dealers, banks, or other financial intermediaries for distribution of shares of the Fund. For these services, the Distributor receives an annual fee from the Adviser. The Adviser and/or its affiliates may make payments to selected affiliated or unaffiliated third parties (including the parties who have entered into sub-distributionagreements with the Distributor) from time to time in connection with the sale of Shares and/or the services provided to common shareholders.
A Trustee and certain officers of the Fund are affiliated with the Adviser.
In consideration of the services rendered by those Trustees who are not "interested persons" (as defined in Section 2(a)(19) of the 1940 Act) of the Trust ("Independent Trustees"), the Fund pays each Independent Trustee an annual retainer in the amount of $40,000 payable quarterly. Trustees who are interested persons will not be compensated by the Fund. The Trustees do not receive any pension or retirement benefits.
Employees of PINE Advisors, LLC ("PINE") serve as officers of the Fund. PINE receives a monthly fee for the services provided to the Fund. The Fund also reimburses PINE for certain out-of-pocketexpenses incurred on the Fund's behalf. Service fees paid by the Fund for the year ended December 31, 2025 are disclosed in the Statement of Operations as Chief Compliance Officer and Principal Financial Officer Fees.
UMB Fund Services, Inc. ("UMBFS") serves as the Fund's fund accountant, transfer agent and administrator. UMB Bank, n.a., an affiliate of UMBFS, serves as the Fund's custodian. The Fund's allocated fees incurred for fund accounting, fund administration, transfer agency and custody services are reported on the Statement of Operations.
4. INVESTMENT TRANSACTIONS
The cost of purchases including paid-in-kindinterest and proceeds from sales and paydowns of investment securities, other than U.S. Government securities and short-terminvestments, for the year ended December 31, 2025, amounted to $524,150,025 and $261,279,109, respectively.
The Fund, the Adviser and certain other funds affiliated with the Adviser have been granted exemptive relief by the SEC that enables the Fund to engage in certain co-investmenttransactions with its affiliates. The exemptive relief is subject to certain conditions, such as that co-investmentsbe made in a manner consistent with the Fund's investment objectives, positions, policies, strategies and restrictions, as well as regulatory requirements, and are allocated fairly among participants. Accordingly, from time to time, the Fund may co-investwith other investment vehicles managed by the Fund's Adviser or its affiliates, including by means of splitting loans, participating in loans or other means of syndicating loans. The Fund is not obligated to provide, nor has it provided, any financial support to the other managed investment vehicles. As such, the Fund's risk is limited to the reported fair value of its investment in any such loan. As of December 31, 2025, there were three co-investedloans held by the Fund and an affiliate of the Fund.
30
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
5. RESTRICTED SECURITIES
Restricted securities include securities that have not been registered under the Securities Act of 1933, as amended, and securities that are subject to restrictions on resale. The Fund may invest in restricted securities that are consistent with the Fund's investment objective and investment strategies. Investments in restricted securities are fair valued as determined in good faith in accordance with procedures adopted by the Adviser and approved by the Board. It is possible that the estimated value may differ significantly from the amount that might ultimately be realized in the near term, and the difference could be material.
As of December 31, 2025, the Fund invested in the following restricted securities:
|
Original |
Principal/ |
Cost |
Value |
% of |
||||||||||||
|
Advantis MCA Harbor, LLC |
10/18/2022 |
828,715 |
$ |
822,995 |
$ |
828,715 |
0.2 |
% |
||||||||
|
Ann Arbor Rambler Student Housing |
11/20/2024 |
677,996 |
677,996 |
677,996 |
0.2 |
% |
||||||||||
|
Avondale Hills |
12/10/2024 |
4,508,385 |
4,499,479 |
4,562,790 |
1.1 |
% |
||||||||||
|
Blackbird Group |
1/24/2025 |
7,806,148 |
7,790,310 |
7,900,379 |
2.0 |
% |
||||||||||
|
CF Forum WV Holdings, LLC |
3/3/2025 |
6,000,525 |
5,871,383 |
6,000,525 |
1.5 |
% |
||||||||||
|
CRIMSON DEVCO, LLC |
12/17/2021 |
53 |
1,320,746 |
1,320,750 |
0.3 |
% |
||||||||||
|
Dawson Forest |
4/25/2024 |
4,443,541 |
4,443,542 |
4,496,470 |
1.1 |
% |
||||||||||
|
GM Palace BTS |
10/17/2024 |
12,528,957 |
12,453,939 |
12,612,481 |
3.2 |
% |
||||||||||
|
IOTA Multifamily Development |
3/31/2022 |
1,090,829 |
1,085,358 |
855,973 |
0.2 |
% |
||||||||||
|
Istana at Wurzbach |
11/12/2025 |
8,375,000 |
8,354,062 |
8,375,000 |
2.1 |
% |
||||||||||
|
Jasper Mezzanine Loan |
12/29/2025 |
10,000,000 |
9,975,000 |
10,000,000 |
2.5 |
% |
||||||||||
|
Lakewilde at Santee Senior Loan |
8/11/2025 |
8,500,000 |
8,478,750 |
8,500,000 |
2.1 |
% |
||||||||||
|
Lexington So Totowa, LLC |
5/20/2022 |
2,145,233 |
2,135,147 |
2,145,232 |
0.5 |
% |
||||||||||
|
LV Predevelopment |
11/3/2025 |
4,063,603 |
4,027,978 |
4,114,543 |
1.0 |
% |
||||||||||
|
Madison Midtown |
1/28/2025 |
7,233,139 |
7,170,863 |
7,433,754 |
1.9 |
% |
||||||||||
|
Mercantile Lofts Equity |
10/20/2025 |
3,222,149 |
3,197,150 |
3,254,289 |
0.8 |
% |
||||||||||
|
Park West Preferred Equity |
9/30/2025 |
18,180,450 |
18,135,450 |
18,190,024 |
4.5 |
% |
||||||||||
|
Terraces at High Mountain Mezzanine Loan |
7/31/2025 |
4,000,000 |
3,980,000 |
4,000,000 |
1.0 |
% |
||||||||||
|
The Alary Preferred |
12/31/2025 |
17,000,000 |
16,951,250 |
17,000,000 |
4.3 |
% |
||||||||||
|
The Ivy Mezzanine Loan |
4/29/2025 |
10,000,000 |
10,085,000 |
10,000,000 |
2.5 |
% |
||||||||||
|
The Marlowe Preferred Equity |
9/25/2024 |
2,082,269 |
2,071,886 |
2,093,276 |
0.5 |
% |
||||||||||
|
The Royal Mezzanine Loan |
9/29/2021 |
8,103,255 |
8,103,255 |
7,436,845 |
1.9 |
% |
||||||||||
|
The Royal Reverse Repo SMP Senior Loan |
11/6/2025 |
(24,403,089 |
) |
(24,403,089 |
) |
(24,403,089 |
) |
-6.1 |
% |
|||||||
|
The Royal Senior Mortgage Participation |
11/6/2025 |
27,182,500 |
27,345,964 |
27,182,500 |
6.8 |
% |
||||||||||
|
The Villas at Sundance |
6/13/2024 |
6,603,206 |
6,603,206 |
6,681,566 |
1.7 |
% |
||||||||||
|
UMD Rambler Vertical Mezzanine |
4/4/2025 |
2,810,837 |
2,810,837 |
2,810,837 |
0.7 |
% |
||||||||||
|
Zephyr Preferred Equity |
6/15/2023 |
6,245,437 |
6,203,229 |
6,245,438 |
1.6 |
% |
||||||||||
|
159,229,138 |
$ |
160,191,686 |
$ |
160,316,294 |
40.1 |
% |
||||||||||
31
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
6. AGGREGATE UNREALIZED APPRECIATION AND DEPRECIATION
The Statement of Assets and Liabilities represents cost for financial reporting purposes. Aggregate cost for federal tax purposes is $496,532,007 and differs from fair value by net unrealized appreciation (depreciation) of securities as follows:
|
Unrealized Appreciation |
$ |
3,565,702 |
||
|
Unrealized Depreciation |
(3,710,160 |
) |
||
|
Net Unrealized Depreciation |
$ |
(144,458 |
) |
7. RISKS AND UNCERTAINTIES
General Risks of Investing in the Fund
Investment and Market Risk
The market price of securities owned by the Fund may go up or down, sometimes rapidly or unpredictably. Securities may decline in value due to factors affecting securities markets generally or particular industries represented in the securities markets. The value of a security may decline due to general market conditions that are not specifically related to a particular company, such as real or perceived adverse economic conditions, changes in the general outlook for corporate earnings, changes in interest or currency rates, adverse changes to credit markets or adverse investor sentiment generally. The value of a security may also decline due to factors that affect a particular industry or industries, such as labor shortages or increased production costs and competitive conditions within an industry. During a general downturn in the securities markets, multiple asset classes may decline in value simultaneously. Equity securities generally have greater price volatility than fixed income securities. Credit ratings downgrades may also negatively affect securities held by the Fund. Even when markets perform well, there is no assurance that the investments held by the Fund will increase in value along with the broader market.
The success of the Fund's investment activities will be affected by these general economic and market conditions. Additionally, environmental and public health risks, such as natural disasters or pandemics/epidemics, or widespread fear that such events may occur, may impact markets adversely and cause market volatility in both the short- and long-term. The U.S. stock and credit markets have experienced price volatility, dislocations, and liquidity disruptions in the past. Any future disruptions in the capital and credit markets will adversely affect the Fund's ability to identify suitable investments, obtain financing and exit investments at the desired times and on terms favorable to the Fund, which in turn may adversely affect the Fund's financial condition, results of operations, cash flow and ability to make distributions to shareholders.
Market risk also includes the risk that geopolitical events, such as heightened tensions, war, or armed conflict between nations, including conflicts involving Russia and Ukraine, the Middle East, or East Asia, increase volatility and uncertainty in the financial markets and adversely affect regional and global economies. The extent and duration of ongoing hostilities and any related events are impossible to predict, but could result in significant market disruptions, including in the oil and natural gas markets, and may negatively affect global supply chains, inflation and global economic growth. These and any related events could significantly impact the Fund's performance and the value of an investment in the Fund.
32
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
7. RISKS AND UNCERTAINTIES - (Continued) |
Recently, the United States has enacted or proposed to enact significant new tariffs, and various federal agencies have been directed to further evaluate key aspects of United States trade policy. This could potentially lead to significant changes to current policies, treaties, and tariffs, and there continues to exist significant uncertainty about the future relationship between the United States and other countries with respect to such trade policies, treaties and tariffs. These developments, or the perception that any of them could occur, may have a material adverse effect on global trade, in particular, trade between the impacted nations and the United States, which could, among other things, depress economic activity, result in inflation, or both, and any of these factors could have a material adverse effect on the Fund. These and future tariffs, as well as other global trade or supply chain developments, bring with them uncertainty, and the Adviser cannot predict future changes to U.S. tariff and trade policies.
Interest Rate Risk
The Fund's investments will expose the Fund to interest rate risk, meaning that changes in prevailing market interest rates could negatively affect the value of such investments. Factors that can affect market interest rates include, without limitation, inflation, slow or stagnant economic growth or recession, unemployment, governmental monetary policies, and instability in financial markets. The Fund will periodically experience imbalances in the interest rate sensitivities of its assets and liabilities and the relationships of various interest rates to each other. In a changing interest rate environment, the Adviser might not be able to manage this risk effectively. If the Adviser is unable to manage interest rate risk effectively, the Fund's performance could be adversely affected.
The Fund does not know how long the U.S. economy, financial markets and real estate markets and operations may be affected by these events and cannot predict the effects of these events or similar events in the future on the U.S. economy, financial markets and real estate markets and operations. Those events also could have an acute effect on individual issuers or tenants or related groups of issuers or tenants. These risks also could adversely affect individual properties and investments, interest rates, secondary trading, risk of tenant defaults, decreased occupancy at our properties, credit risk, inflation, deflation and other factors that could adversely affect the Fund's investments, net investment income and the net asset value of the Shares.
Risks of Investing in Real Estate-Related Investments
General Risks Relating to Real Estate-RelatedDebt and Preferred Equity Investments
The Fund expects to invest in a variety of real estate-relateddebt and preferred equity investments and will be subject to a variety of risks in connection with such investments. Any deterioration of real estate fundamentals generally, and in the United States in particular, could negatively impact the Fund's performance by making it more difficult for entities in which the Fund invests to satisfy their debt payment obligations, increasing the default risk applicable to such borrowers and/or making it relatively more difficult for the Fund to generate attractive risk-adjustedreturns. It is impossible to predict the degree to which economic conditions generally, and the conditions for real estate investing in particular, will improve or will deteriorate. Declines in the performance of the United States and global economies, the commercial real estate markets or in the commercial real estate debt markets could have a material adverse effect on the Fund's investment strategy and performance.
33
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
7. RISKS AND UNCERTAINTIES - (Continued) |
Risks Relating to Commercial Real Estate ("CRE") Debt Instruments
CRE debt instruments (e.g., mortgages, mezzanine loans and preferred equity) that are secured by commercial real estate, are subject to risks of delinquency and foreclosure and risks of loss that are greater than similar risks associated with loans made on the security of single-familyresidential properties. The ability of a borrower to repay a loan secured by an income-producingproperty typically is dependent primarily upon the successful operation of the property rather than upon the existence of independent income or assets of the borrower. If the net operating income of the property is reduced, the borrower's ability to repay the loan may be impaired. Net operating income of an income-producingproperty can be affected by, among other things:
• tenant mix and tenant bankruptcies;
• success of tenant businesses;
• property management decisions, including with respect to capital improvements, particularly in older building structures;
• property location and condition;
• competition from other properties offering the same or similar services;
• changes in laws that increase operating expenses or limit rents that may be charged;
• any need to address environmental contamination at the property;
• changes in national, regional, or local economic conditions, real estate values and/or rental occupancy rates;
• changes in interest rates and in the state of the debt and equity capital markets, including diminished availability or lack of debt financing for commercial real estate;
• changes in real estate tax rates and other operating expenses;
• changes in governmental rules, regulations and fiscal policies, including environmental regulation;
• seasonal and weather-relatedfluctuations in demand affecting the performance of certain properties, including real estate used in the hospitality industry;
• decline in demand for real estate from increased use of e-commerceor other technological advances;
• acts of God, terrorism, social unrest and civil disturbances, which may decrease the availability of or increase the cost of insurance or result in uninsured losses; and
• adverse changes in zoning laws.
In addition, the Fund may be exposed to the risk of judicial proceedings with borrowers and entities in which it invests, including bankruptcy or other litigation, as a strategy to avoid foreclosure or enforcement of other rights by the Fund as a lender or an investor. In the event that any of the properties or entities underlying or collateralizing the Fund's CRE Debt Investments experiences any of the foregoing events or occurrences, the value of, and return on, such investments could be materially and adversely affected.
34
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
7. RISKS AND UNCERTAINTIES - (Continued) |
Risks Related to Investments in Publicly Traded REITs
The Fund's investments in the securities of publicly traded REITs will be subject to a variety of risks affecting those REITs directly. Share prices of publicly traded REITs may decline because of adverse developments affecting the real estate industry and real property values, including supply and demand for properties, the economic health of the country or of different regions, the strength of specific industries that rent properties and interest rates. REITs often invest in highly leveraged properties. Returns from REITs, which typically are small or medium capitalization stocks, may trail returns from the overall stock market. In addition, changes in interest rates may hurt real estate values or make REIT shares less attractive than other income-producinginvestments. REITs are also subject to heavy cash flow dependency and defaults by borrowers and tenants.
Risks Relating to Commercial Mortgage-BackedSecurities
The Fund will invest a portion of its assets in pools or tranches of agency and non-agencyCMBS. CMBS are securities that evidence interests in, or are secured by, a single commercial mortgage loan or a pool of commercial mortgage loans. The collateral underlying CMBS generally consists of commercial mortgages on real property that has a multifamily or commercial use, such as retail space, office buildings, warehouse property and hotels.
In a rising interest rate environment, the value of CMBS may be adversely affected when payments on underlying mortgages do not occur as anticipated, resulting in the extension of the security's effective maturity and the related increase in interest rate sensitivity of a longer-terminstrument. The value of CMBS may also change due to shifts in the market's perception of issuers and regulatory or tax changes adversely affecting the mortgage securities market as a whole. In addition, CMBS are subject to the credit risk associated with the performance of the underlying mortgage properties.
During periods of falling interest rates, the income received by the Fund may decline. In a low or negative interest rate environment, some investors may seek to reallocate assets to other income-producingassets. This may cause the price of such higher yielding instruments to rise, could further reduce the value of instruments with a negative yield, and may limit the Fund's ability to locate fixed income instruments containing the desired risk/return profile. Agency CMBS are CMBS that are issued by a U.S. government agency such as the Government National Mortgage Association ("Ginnie Mae") or a federally chartered corporation such as the Federal National Mortgage Association ("Fannie Mae") or the Federal Home Loan Mortgage Corporation ("Freddie Mac").
Non-agencyCMBS are securities that are not issued or guaranteed by a U.S. government agency or federally chartered corporation. Non-agencyCMBS are typically issued in multiple tranches whereby the more senior classes are entitled to priority distributions to make specified interest and principal payments on such tranches. Losses and other shortfalls from expected amounts to be received on the mortgage pool are borne by the most subordinate classes, which receive payments only after the more senior classes have received all principal and/or interest to which they are entitled. The credit quality of non-agencyCMBS depends on the securitization structure and the credit quality of the underlying mortgage loans, which is a function of factors such as the principal amount of loans relative to the value of the related properties, the mortgage loan terms, such as amortization, market assessment and geographic location, construction quality of the property, and the creditworthiness of the borrowers. Accordingly, non-agencyCMBS are subject to the credits risks of the issuers. An unexpectedly high rate of defaults on the loan pool may adversely affect the value of a non-agencysecurity and could result in losses to the Fund.
35
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
7. RISKS AND UNCERTAINTIES - (Continued) |
Risks Relating to Subordinated Debt Investments
To the extent that the Fund acquires subordinated or "mezzanine" debt investments, the Fund does not anticipate having absolute control over the underlying collateral because the Fund will be dependent on third-partyborrowers and agents and will have rights that are subordinate to those of senior lenders. The Fund's subordinated or mezzanine debt interests may be in real estate companies and real estate-relatedcompanies and properties whose capital structures may have significant leverage ranking ahead of the Fund's investment. While the Adviser anticipates that the Fund's investments will usually benefit from the same or similar financial and other covenants as those enjoyed by the leverage ranking ahead of the Fund and will usually benefit from cross default provisions, some or all of such terms may not be part of particular investments. The Adviser anticipates that the Fund's usual security for these types of investments will be pledges of ownership interests, directly and/or indirectly, in a property-owningentity, and in many cases the Fund may not have a mortgage or other direct security interest in the underlying real estate assets. Moreover, it is likely that the Fund will be restricted in the exercise of its rights in respect of these types of investments by the terms of subordination agreements between it and the leverage ranking ahead of the Fund's capital.
Accordingly, the Fund may not be able to take the steps necessary to protect its investments in a timely manner or at all and there can be no assurance that the rate of return objectives of the Fund or any particular investment will be achieved. To protect its original investment and to gain greater control over the underlying assets, the Fund may need to elect to purchase the interest of a senior creditor or take an equity interest in the underlying assets, which may require additional investment by the Fund.
Risks Relating to Senior Loans
The Fund's investments in senior loans are expected to typically be below investment grade. These investments are considered speculative because of the credit risk of their issuers. Such companies are more likely to default on their payments of interest and principal owed to the Fund, and such defaults could reduce the Fund's NAV and income distributions. An economic downturn generally leads to a higher non-paymentrate, and a debt obligation may lose significant value before a default occurs. Moreover, any specific collateral used to secure a loan may decline in value or become illiquid, which would adversely affect the loan's value. Like other debt instruments, senior loans are subject to the risk of non-paymentof scheduled interest or principal. Such non-paymentwould result in a reduction of income to the Fund, a reduction in the value of the investment and a potential decrease in the NAV per share of the Fund. There can be no assurance that the liquidation of any collateral securing a loan would satisfy the borrower's obligation in the event of non-paymentof scheduled interest or principal payments, or that such collateral could be readily liquidated. This is particularly the case where a senior loan is not backed by collateral or sufficient collateral at the time such senior loan is issued. In the event of bankruptcy of a borrower, the Fund could experience delays or limitations with respect to its ability to realize the benefits of the collateral securing a senior loan. The collateral securing a senior loan may lose all or substantially all of its value in the event of bankruptcy of a borrower. Some senior loans are subject to the risk that a court, pursuant to fraudulent conveyance or other similar laws, could subordinate such senior loans to presently existing or future indebtedness of the borrower or take other action detrimental to the holders of senior loans including, in certain circumstances, invalidating such senior loans or causing interest previously paid to be refunded to the borrower. If interest were required to be refunded, it could negatively affect the Fund's performance. Transactions in senior loans may settle on a delayed basis, resulting in the proceeds from the sale of senior loans not being readily available to make additional investments or to meet the Fund's redemption obligations. To the extent the extended settlement process gives rise to short-termliquidity needs, the Fund may hold cash, sell investments or temporarily borrow from banks or other lenders.
36
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
7. RISKS AND UNCERTAINTIES - (Continued) |
Risks Relating to Mezzanine Loans
The mezzanine loans in which the Fund may invest may include loans secured by one or more direct or indirect ownership interests in a company, partnership or other entity owning, operating or controlling, directly or through subsidiaries or affiliates, one or more properties. Although not secured by the underlying real estate, mezzanine loans share certain of the characteristics of subordinate loan interests described above. It is expected that the properties owned by such entities are or will be subject to existing mortgage loans and other indebtedness. As with subordinate commercial mortgage loans, repayment of a mezzanine loan is dependent on the successful operation of the underlying properties and, therefore, is subject to similar considerations and risks, including certain of the considerations and risks described herein. Mezzanine loans may also be affected by the successful operation of other properties, the interests in which are not pledged to secure the mezzanine loan. The entity ownership interests securing the mezzanine loans may represent only partial interests in the related real estate company and may not control either the related real estate company or the underlying property. As a result, the effective realization on the collateral securing a mezzanine loan in the event of default may be limited.
Mezzanine loans may also involve certain additional considerations and risks. For example, the terms of mezzanine loans may restrict transfer of the interests securing such loans (including an involuntary transfer upon foreclosure) or may require the consent of the senior lender or other members or partners of or equity holders in the related real estate company, or may otherwise prohibit a change of control of the related real estate company. These and other limitations on realization on the collateral securing a mezzanine loan or the practical limitations on the availability and effectiveness of such a remedy may affect the likelihood of repayment in the event of a default.
Risks Relating to Commercial Mortgage Loans
Commercial mortgage loans have certain distinct risk characteristics. Mortgage loans on commercial properties generally lack standardized terms, which may complicate their structure and increase due diligence costs. Commercial mortgage loans also tend to have shorter maturities than single-familyresidential mortgage loans and are generally not fully amortizing, which means that they may have a significant principal balance or "balloon" payment due on maturity. Mortgage loans with a balloon payment involve a greater risk to a lender than fully amortizing loans because the ability of a borrower to make a balloon payment typically will depend upon its ability either to fully refinance the loan or to sell the property securing the loan at a price sufficient to permit the borrower to make the balloon payment. The ability of a borrower to effect a refinancing or sale will be affected by a number of factors, including the value of the property, the level of available mortgage rates at the time of sale or refinancing, the borrower's equity in the property, the financial condition and operating history of the property and the borrower, tax laws, prevailing economic conditions and the availability of credit for loans secured by the specific type of property.
Commercial mortgage loans generally are non-recourseto borrowers. In the event of foreclosure on a commercial mortgage loan, the value at that time of the collateral securing the mortgage loan may be less than the principal amount outstanding on the mortgage loan and the accrued but unpaid interest thereon.
Leverage Risks
The Fund is permitted to obtain leverage through funds borrowed from banks or other financial institutions (i.e., a credit facility) and leverage attributable to reverse repurchase agreements or similar transactions. The Fund will, from time to time, use leverage opportunistically and will choose to increase or decrease its leverage, or use different types or combinations of leveraging instruments, at any time based on the Fund's assessment of market conditions and the investment environment. Use
37
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
7. RISKS AND UNCERTAINTIES - (Continued) |
of leverage creates an opportunity for increased income and return for Shareholders but, at the same time, creates risks, including the likelihood of greater volatility in the NAV and market price of, and distributions on, the Fund's shares. Increases and decreases in the value of the Fund's portfolio will be magnified if the Fund uses leverage. In particular, leverage can magnify interest rate risk, as discussed above. As a result, leverage can cause greater changes in the Fund's NAV, which will be borne by the Fund's Shareholders. There can be no assurance that the Fund will use leverage or that its leveraging strategy will be successful during any period in which it is employed.
General Risks of Direct Investments in Real Estate
To a lesser degree, the Fund may invest in equity ownership interests in real estate as part of its investment strategy, including through the Workout process described above. The yields available from equity investments in real estate depend on the amount of income earned and capital appreciation generated by a property, as well as the expenses incurred in connection therewith. Accordingly, the performance of these investments is subject to the risks affecting cash flow, expenses, capital appreciation, and, to the extent the investments are leveraged, the risks incident to borrowing funds, including risks associated with changes in the general economic climate, changes in the overall real estate market, local real estate conditions, the financial condition of tenants, buyers and sellers of properties, supply of or demand for competing properties in an area, technological innovations that dramatically alter space and demand requirements, the availability of financing, changes in interest rates and mortgage availability, inflation, inventory availability and demand, taxes, competition based on rental rates, energy and supply shortages, various uninsured and uninsurable risks, government regulations, environmental laws and regulations, zoning laws, environmental claims arising in respect of real estate acquired with undisclosed or unknown environmental problems or as to which inadequate reserves had been established, changes in the relative popularity of property types and locations, risks due to dependence on cash flow and risks and operating problems arising out of the presence of certain construction materials, force majeure, acts of war (declared and undeclared), terrorist acts, strikes and other factors which are beyond the control of the Fund. In addition, rising interest rates could make alternative interest-bearingand other investments more attractive and, therefore, potentially lower the relative value of any existing real estate investments. Furthermore, there can be no assurance that there will be tenants for the Fund's properties.
8. CAPITAL STOCK
The minimum initial investments are $25,000,000, $10,000, $10,000 and $10,000 for the Founders Shares, Class I Shares, Class K Shares and Class M Shares, respectively. The minimum subsequent investments are $5,000, $1,000, $1,000 and $1,000 for the Founders Shares, Class I Shares, Class K Shares and Class M Shares, respectively, except for purchases pursuant to the dividend reinvestment policy. The Fund reserves the right to waive investment minimums. The Fund's shares are offered for sale on a continuous basis at the net asset value ("NAV") per share calculated on each regular business day, which is any day the New York Stock Exchange is open for business.
As an interval fund, the Fund has adopted a fundamental policy requiring it to make quarterly repurchase offers pursuant to Rule 23c-3of the 1940 Act. Each quarterly repurchase offer will be for at least 5% and up to 25% of the Fund's shares at NAV. Although the policy permits repurchases of between 5% and 25% of the Fund's outstanding shares for each quarterly offer, the Fund expects to offer to repurchase 5% of the Fund's outstanding shares at the applicable NAV per share, subject to approval by the Board. Written notification of each quarterly repurchase offer will be sent to shareholders at least 21 and no more than 42 calendar days before the repurchase request deadline (i.e., the date by which shareholders can submit their request for their shares to
38
|
FORUM REAL ESTATE INCOME FUND December 31, 2025 |
|
8. CAPITAL STOCK - (Continued) |
be redeemed in response to a repurchase offer). During the year ended December 31, 2025, the Fund had repurchases, pursuant to Rule 23c-3of the 1940 Act, in the amount of $13,482,641, $11,180,822, and $0 per share for the Founders Shares, Class I Shares, and Class K Shares, respectively.
9. INCOME TAX INFORMATION AND DISTRIBUTIONS TO SHAREHOLDERS
The tax character of distributions paid during the period ended December 31, 2025, was as follows:
|
Distributions paid from: |
2025 |
||
|
Ordinary income |
$ |
25,723,571 |
|
|
Capital gains |
2,431,492 |
||
|
Total |
$ |
28,155,063 |
At December 31, 2025, the Fund had capital loss carryforwards of $0, after reducing capital gains recognized in 2025.
10. COMMITMENT AND CONTINGENCIES
The Fund is required to provide financial support in the form of investment commitments to certain investees as part of the conditions for entering into such investments.
The Fund's unfunded commitments as of December 31, 2025 are as follows:
|
Fair Value of |
Unfunded |
|||||
|
Advantis MCA Harbor, LLC |
$ |
828,715 |
$ |
315,961 |
||
|
Ann Arbor Rambler Student Housing |
677,996 |
4,769,247 |
||||
|
GM Palace BTS |
12,612,481 |
2,298,422 |
||||
|
Lakewilde at Santee Senior Loan |
8,500,000 |
2,122,144 |
||||
|
LV Predevelopment |
4,114,543 |
10,138,606 |
||||
|
Mercantile Lofts Equity |
3,254,289 |
6,771,853 |
||||
|
The Alary Preferred |
17,000,000 |
2,500,000 |
||||
|
The Marlowe Preferred Equity |
2,093,276 |
111,209 |
||||
|
UMD Rambler Vertical Mezzanine |
2,810,837 |
7,458,010 |
||||
|
Williams Village II Land Loan* |
17,251,096 |
2,744,469 |
||||
|
$ |
69,143,233 |
$ |
39,229,921 |
|||
____________
* This loan is a component of CF Forum WV Holdings, LLC investment.
11. SUBSEQUENT EVENTS
Subsequent events are those that occur after the date of the Statement of Assets and Liabilities have been evaluated through the date the financial statements were issued. Management has concluded that there is no impact from subsequent events requiring adjustment or disclosure in the financial statements other than as noted below:
On January 29, 2026, the Fund paid a distribution to shareholders of record as of January 28, 2026 in the amount of $0.0484, $0.0477, and $0.0410 per share for the Founders Shares, Class I Shares, and Class K Shares, respectively.
On February 26, 2026, the Fund paid a distribution to shareholders of record as of February 25, 2026 in the amount of $0.0627, $0.0619, and $0.0552 per share for the Founders Shares, Class I Shares, and Class K Shares, respectively.
39
Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Trustees of the Forum Real Estate Income Fund:
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of Forum Real Estate Income Fund (the "Fund") including the schedule of investments, as of December 31, 2025, and the related statements of operations and cash flows for the year then ended, the statements of changes in net assets for each of the years in the two-yearperiod then ended and the related notes (collectively referred to as the "financial statements") and financial highlights for each of the years in the four-yearperiod then ended and the period April 16, 2021 (commencement of operations) through December 31, 2021. In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Fund as of December 31, 2025 and the results of its operations and cash flows for the year then ended, and the changes in net assets for each of the years in the two-yearperiod then ended, and the financial highlights for each of the years in the four-yearperiod then ended and the period April 16, 2021 (commencement of operations) through December 31, 2021, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on the financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements and financial highlights, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2025, by correspondence with the custodian and loan servicer. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements and financial highlights. We believe that our audits provide a reasonable basis for our opinion.
We have served as auditor of one or more of the Forum Capital Advisors' investment companies since 2019.
Chicago, Illinois
February 27, 2026
40
|
FORUM REAL ESTATE INCOME FUND |
Independent Trustees
|
Name, Address |
Position/Term of |
Principal Occupation |
Number of |
Other Directorships |
||||
|
Brien Biondi |
Independent Trustee |
Chief Executive Officer and Founder, The Biondi Group (2011 - present); formerly, Chief Executive Officer, Campden Wealth, North America & The Institute for Private Investors (2016 - 2025) |
1 |
Primark Meketa Private Equity Investments Fund; Meketa Infrastructure Fund; Forum Multifamily Real Estate Investment Trust, Inc. |
||||
|
Julie Cooling |
Independent Trustee (Since 2022) |
Founder and Chief Executive Officer, RIA Channel, LLC (2005 - present) |
1 |
N/A |
||||
|
Jay Hummel |
Independent Trustee |
Co-Founder and Chief Executive Officer of Wealth Advisor Growth Network (2019 - 2025) and AiK2 Insurance Services (2021 - 2025) |
1 |
Forum Multifamily Real Estate Investment Trust, Inc.; Sealy Private Industrial Real Estate Trust; Compass CFO Solutions (2020 to 2021). |
Interested Trustees and Officers
|
Name, Address |
Position/Term of |
Principal Occupation |
Number of |
Other Directorships |
||||
|
Darren Fisk |
Chairman, Chief Executive Officer, and Interested Trustee |
Founder and Chief Executive Officer of Forum Capital Advisors LLC (2018 - present); Founder and Chief Executive Officer of Forum Real Estate Group (2007 - present) |
1 |
N/A |
||||
|
Edie Suhr |
President |
Chief Operating Officer and General Counsel, Forum Investment Group LLC (2022 - present); Founding Co-Partner and Attorney, Fisher & Suhr, P.C. (2012 - 2022) |
N/A |
N/A |
41
|
FORUM REAL ESTATE INCOME FUND |
|
Name, Address |
Position/Term of |
Principal Occupation |
Number of |
Other Directorships |
||||
|
Derek Mullins |
Treasurer, Principal Financial Officer and Principal Accounting Officer (Since 2021) |
Managing Partner, PINE Advisor Solutions LLC (2018 - present) |
N/A |
N/A |
||||
|
John-Paul Nigro |
Assistant Treasurer (Since 2026) |
Director of PFO Services, PINE (since 2024 - present); Assistant Vice President, State Street Bank and Trust (2010 - 2024) |
N/A |
N/A |
||||
|
Michelle Marcano-Johnson |
Chief Compliance Officer (Since 2025) |
Director of Fund CCO Services, PINE (2025 - present); Vice President Corporate Compliance, Empower (2022 - 2024); Head of Corporate Compliance, Janus Henderson Investors (2019 - 2022) |
N/A |
N/A |
||||
|
Elizabeth Ryan |
Secretary (Since 2022) |
General Counsel and Chief Compliance Officer, Forum Capital Advisors LLC (2022 - present); General Counsel and Chief Compliance Officer, Intrinsic Edge Capital Management (2019 - 2022); Senior Compliance Consultant, Simon Compliance (2018 - 2019) |
N/A |
N/A |
||||
|
Pat Brophy |
Vice President and Portfolio Manager (Since 2025) |
Managing Director - Portfolio Manager, Forum Real Estate Income Fund (since 2021); Portfolio Manager, Forum Capital Advisors LLC (since 2019) |
N/A |
N/A |
||||
|
Jason Brooks |
Vice President and Portfolio Manager (Since 2025) |
Head of Debt - Portfolio Manager, Forum Real Estate Income Fund (2025 - present); Head of Debt, Forum Capital Advisors LLC (2025 - present); Portfolio Manager, Janus Henderson (2012 - 2025) |
N/A |
N/A |
||||
|
Neil Shah |
Vice President and Portfolio Manager (Since 2025) |
Managing Director Capital Markets - Portfolio Manager, Forum Real Estate Income Fund (2023 - present); Director of Capital Markets & Trading, Systima Capital Management (2014 - 2020) |
N/A |
N/A |
____________
* The term of office for each Trustee and officer listed above will continue indefinitely.
** The term "Fund Complex" refers to all present and future funds advised by the Adviser or its affiliates.
42
Forum Real Estate Income Fund
PRIVACY NOTICE (Unaudited)
The Forum Real Estate Income Fund (the "Fund", "we", "our", "us") respects your right to privacy. We are committed to maintaining the confidentiality and integrity of nonpublic personal information. We want our investors and prospective investors to understand what information we collect and how we use it. "Nonpublic personal information" is defined as personally identifiable information about you. We do not sell your personal information, and we do not disclose it to anyone except as permitted or required by law or as described in this notice.
CONFIDENTIALITY & SECURITY
We take our responsibility to protect the privacy and confidentiality of investors' and prospective investors' information very seriously. We maintain appropriate physical, electronic, and procedural safeguards to guard nonpublic personal information. Our network is protected by firewall barriers, encryption techniques, and authentication procedures, among other safeguards, to maintain the security of your information. We provide this Privacy Notice to investors at the start of new relationships and annually after that. We continue to adhere to the practices described herein after investors' accounts close. Furthermore, vendors with access to nonpublic personal information undergo an annual due diligence verification process to ensure their informational safeguards adhere to our strict standards.
WHY WE COLLECT YOUR INFORMATION
The Forum Real Estate Income Fund gathers information about our investors and their accounts to (1) know investors' identities and thereby prevent unauthorized access to confidential information; (2) design and improve the products and services we offer to investors; and (3) comply with the laws and regulations that govern us.
HOW WE PROTECT YOUR INFORMATION
To fulfill our privacy commitment for prospective, current, and former investors, the Forum Real Estate Income Fund has safeguards in place to protect nonpublic personal information. Safeguards include, but are not limited to:
• Policies and procedures to protect your nonpublic information and comply with federal and state regulations; and
• Contractual agreements with third-partyservice providers to protect your nonpublic personal information.
43
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FORUM REAL ESTATE INCOME FUND |
INFORMATION WE COLLECT
The Forum Real Estate Income Fund is required by industry guidelines to obtain personal information about you in providing investment management services to you. We use this information to manage your account, direct your financial transactions, and provide you with valuable information about the assets we manage for you. We gather information from documents you provide to us, forms that you complete, and personal interviews. This information may include:
• Your name, address, and social security number;
• Proprietary information regarding your beneficiaries;
• Information regarding your earned wages and other sources of income;
• The composition and value of your managed portfolio;
• Historical information we receive and maintain relating to transactions made on your behalf by the Forum Real Estate Income Fund, your custodian, or others; and
• Information we receive from your institutional financial advisor, investment consultant, or other financial institutions with whom the Forum Real Estate Income Fund has a relationship and/or with whom you may be authorized us to gather and maintain such information.
SHARING INFORMATION WITH NON-AFFILIATED THIRD PARTIES
We only disclose nonpublic investor information to non-affiliatedthird parties (e.g. investor's custodian or broker) without prior investor consent when we believe it necessary to conduct our business or as required or permitted by law such as:
• If you request or authorize the disclosure of the information;
• To provide investor account services or account maintenance;
• To respond to regulatory authorities, a subpoena or court order, judicial process, or law enforcement;
• To perform services for the Fund, or on its behalf, to maintain business operations and services;
• To help us to prevent fraud;
• With attorneys, accountants, and auditors of the Fund; and
• To comply with federal, state, or local laws, rules, and other applicable legal requirements.
We do not sell your information and do not make any disclosure of investor nonpublic personal information to other companies who may want to sell their products or services to you.
OPT-OUT NOTICE
If, at any time in the future, it is necessary to disclose any investor personal information in a way that is inconsistent with this notice, the Forum Real Estate Income Fund will provide you with proper advanced notice of the proposed disclosure so that you will have the opportunity to either opt-inor opt-outof such disclosure, as required by applicable law.
If you have any questions about this Privacy Notice, please contact the Forum Real Estate Income Fund at 1-303-501-8860.
44
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FORUM REAL ESTATE INCOME FUND |
PROXY VOTING POLICY
A description of the policies and procedures that the Fund uses to vote proxies relating to portfolio securities is available without charge upon request by calling toll-free1-303-501-8860, or on the SEC's website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the period ended June 30 are available without charge upon request by calling toll-free1-303-501-8860, or on the SEC's website at www.sec.gov.
PORTFOLIO HOLDINGS
The Fund will file its complete listing of portfolio holdings with the SEC as of the end of the first and third quarters of each fiscal year as an exhibit to Form N-PORT. These filings will be available upon request by calling 1-303-501-8860. Furthermore, you may obtain a copy of the filings on the SEC's website at www.sec.gov.
DIVIDEND REINVESTMENT
Unless a shareholder is ineligible or otherwise elects, all distributions of dividends (including capital gain dividends) with respect to a class of shares will be automatically reinvested by the Fund in additional shares of the corresponding class, which will be issued at the net asset value per share determined as of the ex-dividenddate. Election not to reinvest dividends and to instead receive all dividends and capital gain distributions in cash may be made by contacting the Fund's administrator at UMB Bank, n.a., 1010 Grand Boulevard, Kansas City, Missouri 64106.
This report has been prepared for the general information of the shareholders. It is not authorized for distribution to prospective investors unless preceded or accompanied by a current prospectus. The Fund's prospectus contains more complete information about the objectives, policies, expenses and risks of the Fund. The Fund is not a bank deposit, not FDIC insured and may lose value. Please read the prospectus carefully before investing or sending money.
45
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FORUM REAL ESTATE INCOME FUND |
|
INVESTMENT ADVISER
INVESTMENT SUB-ADVISER
ADMINISTRATOR
FUND COUNSEL
INDEPENDENT TRUSTEE COUNSEL |
INDEPENDENT REGISTERED
CUSTODIAN
DISTRIBUTOR |
46
(b) There were no notices transmitted to stockholders in reliance on Rule 30e-3under the Investment Company Act of 1940, as amended, that contained disclosures specified by paragraph (c)(3) of that rule.
Item 2. Code of Ethics
The Registrant has a code of ethics (the "Code") that applies to the Registrant's principal executive officer, principal financial officer, and principal accounting officer. During the period covered by this report, there were no amendments to the provisions of the Code, nor were there any implicit or explicit waivers to the provisions of the Code. The Code is filed herewith.
Item 3. Audit Committee Financial Expert
The Registrant's Board of Trustees has determined that the Registrant has an audit committee financial expert serving on its audit committee who is "independent" within the meaning set forth in Item 3(a)(2) of Form N-CSR: Jay Hummel. Under applicable securities laws, a person who is determined to be an audit committee financial expert will not be deemed an "expert" for any purpose, including without limitation for purposes of Section 11 of the Securities Act of 1933, as amended, as a result of being designated or identified as an audit committee financial expert. The designation or identification of a person as an audit committee financial expert does not impose on such person any duties, obligations, or liabilities that are greater than the duties, obligations, and liabilities imposed on such person as a member of the audit committee and Board of Trustees in the absence of such designation or identification.
Item 4. Principal Accountant Fees and Services.
The aggregate fees billed for professional services by the principal accountant during the Registrant's last two fiscal years were as follows:
(a) Audit Fees for Registrant.
|
Fiscal year ended December 31, 2025 |
$ |
100,640 |
|
|
Fiscal year ended December 31, 2024 |
$ |
84,000 |
(b) Audit-RelatedFees for Registrant. These are fees by the Registrant's independent auditors for assurance and related services that were reasonably related to the performance of the audit of the Registrant's financial statements that are not reported under "Audit Fees".
|
Fiscal year ended December 31, 2025 |
$ |
0 |
|
|
Fiscal year ended December 31, 2024 |
$ |
6,300 |
(c) Tax Fees for Registrant. These are fees for professional services rendered by the Registrant's independent auditors for tax compliance, tax advice, and tax planning. These fees include federal, excise and state tax reviews, and tax agent services.
|
Fiscal year ended December 31, 2025 |
$ |
0 |
|
|
Fiscal year ended December 31, 2024 |
$ |
0 |
(d) All Other Fees.
|
Fiscal year ended December 31, 2025 |
$ |
0 |
|
|
Fiscal year ended December 31, 2024 |
$ |
0 |
(e) Audit Committee's pre-approvalpolicies and procedures.
(1) The registrant's Audit Committee is required to pre-approveall audit services and, when appropriate, any non-auditservices (including audit-related, tax and all other services) to the registrant. The registrant's Audit Committee also is required to pre-approve, when appropriate, any non-auditservices (including audit-related, tax and all other services) to its adviser, or any entity controlling, controlled by or under common control with the adviser that provides ongoing services to the registrant, to the extent that the services may be determined to have an impact on the operations or financial reporting of the registrant. Services are reviewed on an engagement by engagement basis by the Audit Committee.
(2) Percentages of Services Approved by the Audit Committee
|
2025 |
2024 |
|||||
|
Audit-Related Fees: |
100.0 |
% |
100.0 |
% |
||
|
Tax Fees: |
100.0 |
% |
100.0 |
% |
||
|
All Other Fees: |
100.0 |
% |
100.0 |
% |
||
(f) During the audit of registrant's financial statements for the most recent fiscal year, less than 50 percent of the hours expended on the principal accountant's engagement were attributed to work performed by persons other than the principal accountant's full-time, permanent employees.
(g) The aggregate non-auditfees billed by the registrant's accountant for services rendered to the registrant, and rendered to the registrant's investment adviser (not including any sub-adviserwhose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant:
|
Fiscal year ended December 31, 2025 |
$ |
0 |
|
|
Fiscal year ended December 31, 2024 |
$ |
0 |
(h) The registrant's audit committee has considered whether the provision of non-auditservices to the registrant's investment adviser (not including any sub-adviserwhose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant, that were not pre-approvedpursuant to paragraph (c)(7)(ii) of Rule 2-01of Regulation S-X, is compatible with maintaining the principal accountant's independence.
Item 5. Audit Committee of Listed Registrants
Not applicable.
Item 6. Investments
(a) Included as part of the report to shareholders filed under Item 1 of this Form N-CSR.
(b) Not applicable.
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies
Not applicable.
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies
Not applicable.
Item 9. Proxy Disclosures for Open-End Management Investment Companies
Not applicable.
Item 10. Renumeration Paid to Directors, Officers, and Others of Open-End Management Investment Companies
Not applicable.
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract
Not applicable.
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies
Proxy Voting Policy and Procedures
The Forum Real Estate Income Fund (the "Fund") has adopted the following Proxy Voting Policy and Procedures (the "Fund's Policy"), as set forth below, in recognition of the fact that proxy voting is an important component of investment management and must be performed in a dutiful and purposeful fashion in order to advance the best interests of the Fund's shareholders.
Shareholders of the Fund expect the Fund to vote proxies received from issuers whose voting securities are held by the Fund. The Fund exercises its voting responsibilities as a fiduciary, with the goal of maximizing the value of the Fund and its shareholder's investments. Forum Capital Advisers LLC (the "Adviser") and whenever applicable Janus Henderson Investors US LLC (the "Sub-Adviser") will seek to ensure that proxies are voted in the best interests of the Fund and its shareholders except where the Fund may be required by law to vote proxies in the same proportion as the vote of all other shareholders (i.e., "echo vote").
Delegation of Proxy Voting to the Adviser and Sub-Adviser
The Adviser and/or Sub-Advisershall vote all proxies relating to securities held by the Fund and, in that connection subject to any further policies and procedures contained herein, shall use proxy voting policies and procedures ("Proxy Policy") adopted by the Adviser/Sub-Adviserin conformance with Rule 206(4)-6under the Investment Advisers Act of 1940, as amended ("1940 Act").
Disclosure of Proxy Voting Policy and Procedure in the Fund's Statement of Additional Information ("SAI") and Annual Report to Shareholders
The Fund shall include in annual report to shareholders on Form N-CSR, and in any SAI filed with the Securities and Exchange Commission ("SEC") in connection with a registration statement on Form N-2a summary of the Proxy Policy. In lieu of including a summary of policy, the Fund may include the policy in full.
Material Conflicts of Interest
If (i) the Adviser/Sub-Adviserknows that a vote presents a material conflict between the interests of: (a) shareholders of the Fund, and (b) the Adviser/Sub-Adviseror any of its affiliated persons; and (ii) the Adviser/Sub-Adviserproposes to vote on the particular issue in the manner not prescribed by its Proxy Policy, then the Adviser/Sub-Adviserwill follow the material conflict of interest procedures set forth in the Adviser/Sub-Adviser's Proxy Policy when voting such proxies.
Adviser, Sub-Adviser and Fund CCO Responsibilities
The Fund has delegated proxy voting authority with respect to the Fund's portfolio securities to the Adviser and Sub-Adviser, as set forth above. Consistent with this delegation, the Adviser and Sub-Adviserare responsible for the following:
• Implementing written policies and procedures, in compliance with Rule 206(4)-6under the 1940 Act, reasonably designed to ensure that the Adviser and/or Sub-Adviservotes portfolio securities in the best interest of shareholders of the Fund owning the portfolio securities voted.
Providing to the Fund's Chief Compliance Officer ("CCO") a summary of the material changes to a Proxy Policy during the period covered by the CCO's annual compliance report to the Board, and a redlined copy of such Proxy Policy as applicable The CCO shall review all Proxy Policies at least annually to ensure that they are in compliance with Rule 206(4)-6under the Advisers Act, and appear reasonably designed to ensure that the Adviser and Sub-Adviservotes portfolio securities in the best interest of shareholders of the Funds owning the portfolio securities voted.
Review Responsibilities
The Adviser or Sub-Advisermay retain a proxy-votingservice to coordinate, collect, and maintain all proxy-relatedinformation.
If the Adviser or Sub-Adviserretains a proxy-votingservice, the Adviser/Sub-Adviserwill review the Fund's voting records maintained by the service provider, select a sample of proxy votes from those submitted, and examine them against the proxy voting service files for accuracy of the votes at least annually in regard to adhering to foregoing policy guidelines.
Preparation and Filing of Proxy Voting Record on Form N-PX
The Fund will file its complete proxy voting record with the SEC on Form N-PXannually by August 31 of each year.
The Fund's Administrator will be responsible for the oversight and completion of the filing of Form N-PXwith the SEC. The Fund's Administrator will file Form N-PXfor each twelve-monthperiod ended June 30, and the filing for each year will be made with the SEC on or before August 31 of that year.
Recordkeeping
Documentation of all votes for the Fund will be maintained by the Adviser and/or through a third-partyproxy voting service.
Adopted: April 26, 2021
Revised as of: December 13, 2022
Item 13. Portfolio Managers of Closed-End Management Investment Companies
(a)(1) Portfolio Manager
All information included in this item is as of December 31, 2025, unless otherwise noted.
Pat Brophy
Pat Brophyhas been the Fund's Portfolio Manager since April 2021 and is responsible for day-to-daymanagement of the Fund's investment portfolio. He has nearly 30 years of wide-rangingexperience in real estate and financial services. Prior to joining the Adviser, Mr. Brophy managed the Global Real Estate Strategy at Janus Henderson Investors ("Janus Henderson"). Prior to joining Janus Henderson in 2005, he was a Principal/Partner at THK Associates, Inc., a Denver-basedmarket economics and land-planningfirm. His expertise is in economic analysis, real estate valuation, property development and acquisition strategies. He received his B.A. in history from Dartmouth College.
Neil Shah
Neil Shahhas been the Fund's Portfolio Manager since April 2023 and is responsible for day-to-daymanagement of the Fund's investment portfolio. He has more than 14 years of experience in commercial real estate finance, with a focus on CMBS, multifamily credit, and multifamily credit risk transfer programs. Prior to joining the Adviser, Mr. Shah was Director of Capital Markets & Trading at Systima Capital Management and held prior roles at Greystone and Goldman Sachs. Mr. Shah received his bachelor's degrees in Mathematics, Economics and Finance from Indiana University and a Master of Science in Finance and Economics from the London School of Economics and Political Science.
Jason Brooks
Jason Brooks,Head of Debt at Forum Capital Advisors LLC since May 2025 and Portfolio Manager of the Fund since June 2025, is responsible for overseeing and managing all aspects of debt-relatedinvestments and strategies for the Fund, the Adviser, FREG and their respective affiliated or related entities ("Forum"). Mr. Brooks brings over 22 years of experience in capital markets, real estate securities, and investment management to Forum. Prior to joining Forum, Mr. Brooks was a Portfolio Manager and Global Securitized Products Analyst at Janus Henderson, where he spent more than 12 years conducting research and making investment recommendations across Janus's fixed income strategies. Before that, Mr. Brooks served as a Director at TIAA, where he led CMBS research and
supported fixed income mutual fund investments. Earlier in his career, he was an Associate at Gramercy Capital Corp, responsible for asset selection and surveillance of real estate securities, including leadership on both cash and synthetic CDO issuances. Mr. Brooks holds a Bachelor of Business Administration in Finance from the College of William & Mary and an MBA in Finance from the Fordham Gabelli School of Business.
(a)(2) Other Accounts Managed by Portfolio Manager
The following tables provide information about portfolios and accounts, other than the Registrant, for which the portfolio managers are primarily responsible for the day-to-dayportfolio management as of December 31, 2025:
|
Name |
Type of Accounts |
Total |
Total |
Number of |
Total Assets |
|||||||
|
Pat Brophy |
Registered Investment Companies |
0 |
$ |
0 |
0 |
$ |
0 |
|||||
|
Other Pooled Investment Vehicles |
0 |
$ |
0 |
0 |
$ |
0 |
||||||
|
Other Accounts |
0 |
$ |
0 |
0 |
$ |
0 |
||||||
|
Neil Shah |
Registered Investment Companies |
0 |
$ |
0 |
0 |
$ |
0 |
|||||
|
Other Pooled Investment Vehicles |
0 |
$ |
0 |
0 |
$ |
0 |
||||||
|
Other Accounts |
0 |
$ |
0 |
0 |
$ |
0 |
||||||
|
Jason Brooks |
Registered Investment Companies |
0 |
$ |
0 |
0 |
$ |
0 |
|||||
|
Other Pooled Investment Vehicles |
0 |
$ |
0 |
0 |
$ |
0 |
||||||
|
Other Accounts |
0 |
$ |
0 |
0 |
$ |
0 |
||||||
(a)(3) Compensation of Portfolio Managers and Potential Conflicts of Interest
Compensation of the Portfolio Manager: The Portfolio Manager receives fixed annual base compensation. They also receive an annual discretionary bonus that varies based upon the achievement of specific goals, which are typically with respect to total firm growth, production of investment ideas/research, as well as delivery of quality client service.
Potential Conflicts of Interest: The Adviser and the Sub-Advisermay provide investment advisory and other services, directly and through affiliates, to various entities and accounts other than the Fund. The Fund has no interest in these activities. The Adviser, the Sub-Adviser, and the investment professionals, who on behalf of the Adviser or the Sub-Adviser, provide investment advisory services to the Fund, are engaged in substantial activities other than on behalf of the Fund, may have differing economic interests in respect of such activities, and may have conflicts of interest in allocating their time and activity between the Fund and the Adviser Accounts or other accounts of the Sub-Adviser. Such persons devote only so much time to the affairs of the Fund as in their judgment is necessary and appropriate.
In addition, the Adviser may earn additional fees or reimbursement of expenses from certain borrowers in connection with the structuring of certain investments negotiated by the Adviser or its affiliates. While such are not borne directly or indirectly by the Fund nor will its returns be directly or indirectly impacted by such payments, the receipt of such fees could create a conflict of interest with the Adviser.
(a)(4) Dollar Range of Securities Owned as of December 31, 2025
|
Portfolio Manager |
Dollar Range of the Registrant's Securities |
|
|
Pat Brophy |
$100,001 - $500,000 |
|
|
Neil Shah |
$100,001 - $500,000 |
|
|
Jason Brooks |
$100,001 - $500,000 |
(b) Not applicable to annual reports.
Item 14. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers
There were no purchases made by or on behalf of the registrant or any "affiliated purchaser," as defined in Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of shares or other units of any class of the registrant's equity securities that is registered by the registrant pursuant to Section 12 of the Exchange Act (15 U.S.C. 781).
There were no purchases that do not satisfy the conditions of the safe harbor of Rule 10b-18under the Exchange Act (17 CFR 240.10b-18), made in the period covered by this report.
Item 15. Submission of Matters to a Vote of Security Holders
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant's board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
Item 16. Controls and Procedures
(a) The Registrant's principal executive officer and principal financial officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the "Act")) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934. Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant's service providers.
(b) There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d)) that occurred during the period covered by this report that materially affected, or were reasonably likely to materially affect, the Registrant's internal control over financial reporting.
Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies
Not applicable.
Item 18. Recovery of Erroneously Awarded Compensation.
Not applicable.
Item 19. Exhibits
(a) (1) Code of Ethics. Filed herewith.
(2) Any policy required by the listing standards adopted pursuant to Rule 10D-1under the Securities Exchange Act of 1934 by the registered national securities exchange or registered national securities association upon which the registrant's securities are listed. Not applicable.
(3) Certifications of the principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) of the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002. Filed herewith.
(4) Any written solicitation to purchase securities under Rule 23c-1under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.
(5) Change in the registrant's independent public accountant. Not applicable.
(b) Certification of the principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(b) of 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002. Filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
Registrant |
Forum Real Estate Income Fund |
|||||
|
By: |
/s/ Edie Suhr |
|||||
|
Title: |
Edie Suhr, President |
|||||
|
Date: |
March 9, 2026 |
|||||
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
|
By: |
/s/ Edie Suhr |
|||||
|
Title: |
Edie Suhr, President |
|||||
|
Date: |
March 9, 2026 |
|||||
|
By: |
/s/ Derek Mullins |
|||||
|
Title: |
Derek Mullins, Principal Financial Officer/Treasurer |
|||||
|
Date: |
March 9, 2026 |
|||||
Forum Real Estate Income Fund published this content on March 10, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on March 10, 2026 at 16:26 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]